Does the Itan franchise agreement allow either party to make implied warranties on behalf of the other?
Itan Franchise · 2025 FDDAnswer from 2025 FDD Document
Neither party may: (a) make any express or implied agreement, warranty or representation, or incur any debt, in the name of or on behalf of the other; or (b) represent that our relationship is other than franchisor and franchisee.
In addition, neither party will be obligated by any agreements or representations made by the other that are not expressly authorized by this Agreement.
Source: Item 23 — RECEIPT (FDD pages 44–190)
What This Means (2025 FDD)
According to Itan's 2025 Franchise Disclosure Document, the franchise agreement explicitly prohibits either party (the franchisor or the franchisee) from making any express or implied agreements, warranties, or representations on behalf of the other. This restriction is in place to ensure that neither party can create obligations or liabilities for the other without explicit authorization.
This provision protects both Itan and its franchisees from potential misunderstandings or unauthorized commitments. For example, a franchisee cannot promise customers something that Itan hasn't approved, and conversely, Itan cannot make promises on behalf of a franchisee without their consent. This helps maintain clarity and control over the brand's representation and service standards.
Furthermore, the agreement states that neither party is obligated by agreements or representations made by the other that are not expressly authorized. This reinforces the importance of written authorization and clear communication between Itan and its franchisees. It ensures that franchisees are not bound by any unauthorized promises or agreements made by Itan, and vice versa, providing a layer of legal protection for both parties.
This type of clause is common in franchise agreements to clearly define the relationship between the franchisor and franchisee as independent entities and to prevent either party from creating unintended legal obligations for the other. Prospective Itan franchisees should be aware of this provision and ensure they understand the scope of their authority and responsibilities when representing the brand.