In the Healthsource Chiropractic Amendment, what does the term 'Development Agreement' refer to?
Healthsource_Chiropractic Franchise · 2025 FDDAnswer from 2025 FDD Document
Franchisor grants qualified third parties the right to develop a certain number of Clinics within a defined site selection area (the "Site Selection Area") in accordance with the terms of this Agreement to which Developer must be strictly adhere, with each Clinic within the Site Selection Area being opened and operating utilizing the Marks and System pursuant to the terms and conditions set forth in a separate form of Franchisor's then-current form of franchise agreement (each, a "Franchise Agreement").
Entire Agreement.
This Agreement contains the entire agreement between the parties concerning Developer's development rights within the Site Selection Area; no promises, inducements or representations (other than those in the Franchise Disclosure Document) not contained in this Agreement have been made, nor will any be of any force or effect, or binding on the parties.
Modifications of this Agreement must be in writing and signed by both parties.
In the event of a conflict between this Agreement and any Franchise Agreement(s), the terms, conditions and intent of this Agreement will control.
Development Agreement, is described below (or an attached map) by geographic boundaries and will consist of the following area or areas: Site Selection Area. The Site Selection Area, as referred to in Section 1 of the 2. Development Schedule. The Development Schedule referred to in Section 5 of the Development Agreement is as follows: Expiration of Development Period (each, a "Development Period") No. of New Clinics Opened Within Development Period Cumulative No. of Clinics that Must Be Open and Operating 12 Months from Effective Date 1 1 Months 13 through 36 of the 1 2 Development Agreement Months 37 through 48 of the 1 3 Development Agreement
Source: Item 23 — Receipts (FDD pages 77–282)
What This Means (2025 FDD)
According to the 2025 Healthsource Chiropractic Franchise Disclosure Document, the Development Agreement grants qualified third parties the right to develop a certain number of Clinics within a defined site selection area. The developer must strictly adhere to the terms of the Development Agreement. Each Clinic within the Site Selection Area must be opened and operated utilizing the Healthsource Chiropractic Marks and System, pursuant to the terms and conditions set forth in a separate form of the then-current franchise agreement.
The Development Agreement also contains the entire agreement between the parties concerning the developer's rights within the Site Selection Area. No promises, inducements, or representations (other than those in the Franchise Disclosure Document) not contained in the Development Agreement have been made, nor will any be of any force or effect, or binding on the parties. Modifications of the Development Agreement must be in writing and signed by both parties. In the event of a conflict between the Development Agreement and any Franchise Agreement(s), the terms, conditions, and intent of the Development Agreement will control.
Attachment A to the Development Agreement includes a data sheet that describes the Site Selection Area by geographic boundaries. It also includes the Development Schedule, which specifies the number of new Healthsource Chiropractic Clinics to be opened within each Development Period and the cumulative number of Clinics that must be open and operating. For example, the Development Schedule may require one new Clinic to be opened within 12 months from the effective date, with a cumulative total of one Clinic open and operating. Months 13 through 36 of the Development Agreement may require one additional Clinic to be opened, bringing the cumulative total to two Clinics. Months 37 through 48 of the Development Agreement may require one additional Clinic to be opened, bringing the cumulative total to three Clinics.