Are claims made in the Fitstop franchise agreement intended to disclaim representations in the Franchise Disclosure Document?
Fitstop Franchise · 2024 FDDAnswer from 2024 FDD Document
| s. Modification of the agreement | Sections 5.2, 20.4 | No modifications generally except by written agreement, but we may change the Operations Manuals and Franchise System standards at any time. You will be required to implement these changes at your own cost. |
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| t. Integration/merger clause | Section 20.2 | Only the terms of the Franchise Agreement (including the Operations Manuals) are binding (subject to state law). Any other promises may not be enforceable. No claim made in any franchise agreement is intended to disclaim the express representations made in this Franchise Disclosure Document. |
Source: Item 17 — RENEWAL, TERMINATION, TRANSFER, AND DISPUTE RESOLUTION (FDD pages 42–47)
What This Means (2024 FDD)
According to Fitstop's 2024 Franchise Disclosure Document, the franchise agreement does not aim to disclaim the representations made in the Franchise Disclosure Document. The FDD specifies that only the terms outlined in the Franchise Agreement, including the Operations Manuals, are binding, while also being subject to state law. Any other promises made outside of the agreement may not be enforceable.
This clause is included to protect franchisees by ensuring that the promises and representations made by Fitstop during the franchise sales process, as documented in the FDD, are not undermined by the franchise agreement itself. This means that if Fitstop makes specific claims or promises in the FDD, those claims are intended to be legally upheld and cannot be disclaimed by the franchise agreement.
However, prospective franchisees should be aware that the franchise agreement and operations manuals take precedence over other communications. It is important for franchisees to carefully review all documents and seek legal counsel to fully understand their rights and obligations. Franchisees should also document any promises or representations made by Fitstop that are not explicitly included in the franchise agreement to ensure they have a record of these claims.