Does Fitstop require all promises and representations for present and future results to be contained in the franchise agreement?
Fitstop Franchise · 2024 FDDAnswer from 2024 FDD Document
- 21.3 You acknowledge that neither we nor anyone purporting to act for us has made any promises or representations concerning the sales volumes which your Franchise will produce, the profits you will make, your likelihood of success, or any other matter in connection with the proposed Franchise other than those which the Parties set forth in this Agreement and any signed amendments or exhibits or schedules hereto. If we or any of our agents have made such promises, you must ensure that they are set forth in writing in this Agreement or in an amendment, schedule, or exhibit to this Agreement and that we and you sign any such amendment or exhibit. We, in granting this Franchise, are relying on you to see that the Parties reduce to writing all such matters and attach the documentation that describes those representations to this Agreement and to which you considered material to your solicitation. If you do not reduce such representations to writing and attach those documents to this Agreement, you agree that you will not be able to rely in any way on such promises or representations and we will not be bound by them. YOU MUST ENSURE THAT ALL PROMISES AND REPRESENTATIONS FOR PRESENT AND FUTURE RESULTS AND RIGHTS, WHETHER ABSOLUTE OR CONTINGENT, ARE CONTAINED IN THE FRANCHISE AGREEMENT OR THEY MAY BE FOREVER LOST.
Source: Item 23 — RECEIPTS (FDD pages 50–135)
What This Means (2024 FDD)
According to Fitstop's 2024 Franchise Disclosure Document, the franchise agreement stipulates that all promises and representations regarding present and future results must be contained within the franchise agreement itself, including any amendments, schedules, or exhibits. Fitstop emphasizes that if any promises or representations are made, franchisees must ensure they are documented in writing and attached to the agreement.
This requirement means that a prospective Fitstop franchisee should be diligent in documenting any verbal promises or representations made by Fitstop or its agents during the franchise sales process. If these promises are not written into the franchise agreement or its associated documents, the franchisee may not be able to rely on them later. This provision aims to protect both the franchisee and Fitstop by ensuring that all material terms and expectations are clearly defined and agreed upon in writing.
Fitstop explicitly states that it relies on the franchisee to ensure all such matters are reduced to writing and attached to the agreement. Failure to do so means the franchisee agrees they cannot rely on those promises or representations, and Fitstop will not be bound by them. This places a significant responsibility on the franchisee to verify and document all critical aspects of the franchise offering before signing the agreement. This type of clause is common in franchise agreements to avoid future disputes based on undocumented claims.