Does the Fitstop Franchise Agreement supersede all prior agreements regarding franchise rights and the Franchised Business?

According to Fitstop's 2024 Franchise Disclosure Document, the Franchise Agreement constitutes the entire agreement between the parties, superseding all prior agreements, whether oral or written. This means that any previous discussions, promises, or agreements made before signing the Franchise Agreement are not legally binding, with one exception. The representations made in the Franchise Disclosure Document (FDD) furnished to the franchisee are not disclaimed.

This clause is typical in franchise agreements to ensure clarity and prevent disputes based on informal understandings. It emphasizes that only the terms written in the agreement and the Manual(s) are binding, subject to state law. Any other promises made outside of these documents may not be enforceable. This protects both Fitstop and the franchisee by creating a single, definitive source of obligations and rights.

A prospective Fitstop franchisee should carefully review the entire Franchise Agreement and ensure that all important terms and conditions are included in the written document. Verbal promises or assurances from Fitstop representatives should be confirmed in writing and attached as amendments or exhibits to the agreement. This is particularly important because the franchisee acknowledges that Fitstop is relying on the franchisee to ensure all such matters are put in writing. Failure to do so could result in the franchisee not being able to rely on those promises or representations later on.

It is important to note that while the agreement supersedes prior agreements, it does not disclaim the representations made in the Franchise Disclosure Document. This means that Fitstop is still accountable for the information provided in the FDD. Additionally, any modifications to the agreement must be in writing and signed by an officer or franchising director of Fitstop to be binding.