What does Flowerama expect franchisees to acknowledge regarding the addendum and related documents?
Flowerama Franchise · 2024 FDDAnswer from 2024 FDD Document
Franchisee acknowledges that Franchisee has carefully read this Addendum and all other related documents to be executed concurrently or in conjunction with the execution hereof, that Franchisee has obtained the advice of counsel in connection with entering into this Addendum, that Franchisee understands the nature of this Addendum, and that Franchisee intends to comply herewith and be bound hereby. Franchisee acknowledges that it has read and understood this Addendum and agreements relating thereto, and that Franchisor has accorded Franchisee ample time and opportunity to consult with advisors of Franchisee's own choosing about the potential benefits and risks of entering into this Addendum.
- e. Entire Agreement. This Addendum represents the entire understanding between the parties regarding the subject matter of this Addendum and supersedes all other negotiations, agreements, representations and covenants, oral or written; provided, however, that nothing herein shall disclaim the representations made in the Franchise Disclosure Document that was provided to Franchisee by Franchisor.
Source: Item 20 — OUTLETS AND FRANCHISEE INFORMATION (FDD pages 72–77)
What This Means (2024 FDD)
According to Flowerama's 2024 Franchise Disclosure Document, franchisees must acknowledge several key aspects related to the addendum and associated documents. Specifically, franchisees must confirm they have carefully read the addendum and all related documents, including those executed concurrently. Flowerama requires franchisees to acknowledge that they have sought advice from legal counsel regarding the addendum and understand its nature.
Flowerama also requires franchisees to acknowledge that they intend to comply with the addendum and be bound by its terms. This includes acknowledging that they have had ample time and opportunity to consult with advisors of their choosing about the potential benefits and risks of entering into the addendum. This acknowledgement is crucial, as it signifies that the franchisee has entered into the agreement with informed consent and a clear understanding of their obligations and rights.
Furthermore, the addendum states that it represents the entire understanding between the parties regarding its subject matter and supersedes all prior negotiations, agreements, representations, and covenants, whether oral or written. However, this does not disclaim the representations made in the Franchise Disclosure Document that Flowerama provided to the franchisee. This clause ensures that franchisees cannot claim ignorance of the addendum's contents or argue that prior agreements should take precedence, while also protecting the disclosures made in the original FDD.