Does the Itan franchise agreement allow either party to make implied agreements on behalf of the other?

According to Itan's 2025 Franchise Disclosure Document, the franchise agreement explicitly prohibits either party from making implied agreements, warranties, or representations on behalf of the other. This restriction extends to incurring debts in the name of the other party and representing the relationship as anything other than franchisor and franchisee. Furthermore, neither Itan nor the franchisee is bound by agreements or representations made by the other party unless expressly authorized in the franchise agreement. This provision aims to ensure that all obligations and agreements are clearly defined and documented, preventing misunderstandings or disputes based on implied terms.

This aspect of the Itan franchise agreement is crucial for prospective franchisees to understand. It means that any promises, assurances, or understandings not explicitly written into the agreement or formally authorized are not binding. Franchisees should be diligent in ensuring that all material terms and conditions are documented in writing to avoid potential future conflicts. This clause protects both Itan and the franchisee by limiting the scope of their obligations to what is expressly agreed upon.

In practice, this provision reinforces the importance of thorough due diligence and legal review before signing the franchise agreement. A prospective Itan franchisee should carefully examine the entire document and seek clarification on any points of concern. Any verbal promises or assurances made during the negotiation process should be incorporated into the written agreement to ensure enforceability. This approach aligns with standard franchising practices, where written contracts are the primary source of obligations and rights for both parties.