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Franchise Agreement Addendum

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Franchise Agreement Addendum

This Franchise Agreement Addendum (Addendum Number: ) is made and entered into as of by and between Franchisor Name: , a business organized under the laws of , with principal place of business at (hereinafter "Franchisor"), and Franchisee Name: , a business organized under the laws of , with principal place of business at (hereinafter "Franchisee").

Recitals

WHEREAS, Franchisor and Franchisee entered into a Franchise Agreement dated (the "Original Agreement"); and

WHEREAS, the parties desire to amend the Original Agreement on the terms and conditions set forth in this Addendum to address specified changes to fees, term, territory and operational requirements; and

WHEREAS, capitalized terms not defined herein shall have the meanings ascribed to them in the Original Agreement.

NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

1. Amendments to Agreement

1.1 Definitions. Except as expressly modified by this Addendum, all defined terms in the Original Agreement shall remain in full force and effect. Any capitalized term used but not defined in this Addendum shall have the meaning set forth in the Original Agreement.

1.2 Specific Amendments. The Original Agreement is hereby amended as follows and only to the extent expressly set forth below. All provisions of the Original Agreement not amended by this Addendum shall remain unchanged and in full force and effect.

2. Term and Renewal

2.1 Extended Term. The Term of the Original Agreement shall be extended to expire on , unless earlier terminated in accordance with the Original Agreement or this Addendum.

2.2 Renewal Rights. Any renewal option set forth in the Original Agreement shall be exercisable only if Franchisee is in material compliance with the Agreement and this Addendum as of the date of renewal. Procedures for renewal remain subject to the conditions and approvals specified in the Original Agreement.

3. Fees, Royalties and Financial Terms

3.1 Initial Franchise Fee. The Initial Franchise Fee payable under the Original Agreement is amended to be USD, to be paid in accordance with the payment schedule set forth in Exhibit A to this Addendum.

3.2 Royalty Rate. Effective on , the ongoing royalty shall be adjusted to % of Gross Sales, subject to the definitions and reporting requirements contained in the Original Agreement.

4. Territory and Site Rights

4.1 Territorial Grant. The territorial rights set forth in the Original Agreement are amended as follows:

4.2 Site Approvals. Any change to site approval procedures or exclusive rights shall be governed by the site approval provisions in the Original Agreement as modified by this Addendum.

5. Operations, Training and Manuals

5.1 Operations Manual. Franchisee acknowledges receipt of any updated Operations Manual issued prior to the Effective Date of this Addendum and agrees to comply with all standards and specifications contained therein. Any material changes to the Operations Manual applicable to Franchisee shall be implemented in accordance with the notice and cure provisions of the Original Agreement.

6. Insurance and Indemnity

6.1 Insurance. Franchisee shall maintain insurance coverages meeting the minimum limits required by the Original Agreement and as further specified below. Minimum liability coverage is USD per occurrence.

6.2 Indemnity. Each party shall indemnify and hold harmless the other to the extent provided in the Original Agreement. No amendment in this Addendum shall limit either party’s indemnification obligations with respect to claims arising from acts or omissions occurring prior to the Effective Date.

7. Confidentiality

7.1 Confidential Information. Franchisee reaffirms its obligations under the confidentiality provisions of the Original Agreement. Proprietary information disclosed pursuant to the Original Agreement shall remain subject to the confidentiality and non-use restrictions therein.

8. Dispute Resolution

8.1 Arbitration. Except as otherwise provided in the Original Agreement, any dispute, controversy or claim arising out of or relating to this Addendum or the breach, termination or validity thereof shall be resolved in accordance with the dispute resolution procedures set forth in the Original Agreement. The parties may elect to submit to arbitration in lieu of litigation consistent with such procedures.

Elect arbitration as primary dispute resolution mechanism for disputes arising under this Addendum.

9. Notices

9.1 Notice Addresses. All notices under this Addendum shall be given in writing to the addresses set forth below (or to such other address as either party may designate in writing).

10. Amendments; Waiver

10.1 Amendments. This Addendum may be amended only by a written instrument executed by both parties. No oral modification shall be binding.

10.2 Waiver. No waiver of any provision of this Addendum shall be effective unless in writing and signed by the party against whom enforcement is sought. A waiver of any breach or default shall not constitute a waiver of any other or subsequent breach or default.

11. Counterparts; Electronic Execution

11.1 Counterparts. This Addendum may be executed in one or more counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument.

11.2 Electronic Signatures. Signatures delivered by electronic means (including facsimile or electronic signature platforms) shall be effective to bind the signing party to this Addendum, to the same extent as an original signature.

12. Governing Law; Severability; Entire Agreement

12.1 Governing Law. This Addendum shall be governed by and construed in accordance with the laws of the State of , without regard to conflicts of law principles.

12.2 Entire Agreement. This Addendum, together with the Original Agreement and any exhibits referenced herein, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements and understandings, whether written or oral, relating to such subject matter, except as expressly retained by the Original Agreement.

12.3 Severability. If any provision of this Addendum is held to be invalid or unenforceable under any applicable law, such provision shall be ineffective only to the extent of such invalidity or unenforceability without affecting the remaining provisions hereof, which shall remain in full force and effect.

13. Miscellaneous

Fee schedule (Exhibit A)
Operations manual update (Exhibit B)
Site plan or territory map (Exhibit C)

IN WITNESS WHEREOF, the parties hereto have executed this Addendum as of the date first written above.

Franchisor:

By:

Date:

Franchisee:

By:

Date:

Enter text✕

What a Franchise Agreement Addendum Is and When It Applies

A Franchise Agreement Addendum is a written amendment that modifies, clarifies, or supplements an existing franchise agreement between a franchisor and franchisee. It records agreed changes to specific terms—such as territory, fees, obligations, performance milestones, or operational requirements—without replacing the original franchise agreement. An addendum must identify the original agreement, state the precise modifications, and be signed by authorized representatives to ensure contractual effect. Proper execution, consistent naming, and accurate dating help preserve enforceability and reduce ambiguity in later disputes.

Why Use a Franchise Agreement Addendum

A targeted addendum provides a concise, legally sound way to change limited aspects of a franchise relationship while leaving the main agreement intact.

Why Use a Franchise Agreement Addendum

Who Typically Prepares and Signs This Addendum

The addendum is most often prepared by franchisor legal teams, franchise operations staff, or outside counsel and then reviewed and signed by the franchisee and franchisor representatives.

  • Franchisor legal counsel or contracts team — drafts language and ensures alignment with franchise policy.
  • Franchisee owner or authorized manager — confirms operational impacts and signs on behalf of the franchisee entity.
  • Third-party advisors (attorneys, accountants) — review financial or compliance implications before signing.

Accurate preparation and timely signatures protect contract rights and provide documentary evidence of mutually accepted changes to the franchise relationship.

Signing Authorities and Typical Roles

Franchisor Representative

General counsel or designated executive signs on the franchisor’s behalf. This person confirms the addendum aligns with system-wide franchise policies and has authority to bind the franchisor in amendments to franchise agreements.

Franchisee Signatory

An authorized owner, officer, or manager signs for the franchisee entity. The signatory should have corporate authority to execute amendments or supply a corporate resolution confirming signature authority.

Essential Compliance and Security Details to Record

Encryption: TLS 1.2/1.3 in transit; AES-256 at rest
Audit Trail: Timestamp, IP, action log
Authentication: Email, SMS code, or advanced 2FA
HIPAA: BAA required for PHI
ESIGN / UETA: Governs e-signature validity
Retention: Tamper-evident storage

Common Risks from an Improperly Executed Addendum

Ambiguous Terms: Creates dispute over intent
Insufficient Authority: Signature may be challenged
Missing Effective Date: Triggers timing disputes
Noncompliance: Violates franchise regulations
Document Mismatch: Contradicts original agreement
Retention Failure: Loss of proof for enforcement

Frequent Preparation Errors to Avoid

  • Failing to reference the original franchise agreement by date and parties, which obscures what the addendum changes and can void intended modifications.
  • Using vague language (for example, 'reasonable efforts') instead of concrete obligations or dollar amounts that courts can enforce.
  • Allowing an unauthorized employee to sign without a corporate resolution or power of attorney, opening the door to signature disputes.
  • Neglecting to date the signature page or to specify an effective date, causing uncertainty about when changes apply.

Step-by-Step: How to Complete the Addendum

Follow a consistent sequence to draft, review, and execute the addendum so changes are legally binding and auditable.

  • 01
    Draft Changes: Identify affected sections and write precise amendment language
  • 02
    Reference Original: Cite original agreement date and section numbers
  • 03
    Review Internally: Have legal and operations review for compliance
  • 04
    Execute: Authorized signatories sign and date

Typical Execution Workflow for an Addendum

A clear workflow reduces turnaround and helps maintain a reliable audit trail for future disputes or audits.

  • Prepare Draft: Franchisor or counsel prepares proposed addendum language
  • Share for Review: Send draft to franchisee and advisors for comment
  • Finalize Text: Incorporate edits and confirm final wording
  • Sign and Store: Execute signatures, then archive the signed copy

Key Elements to Include in a Professional Addendum

A well-drafted addendum is concise, cross-references the original agreement, and makes the amended terms immediately enforceable when signed by authorized parties.

Caption

Title the document clearly (e.g., 'Franchise Agreement Addendum') and state the original agreement date to tie the addendum to the parent contract.

Recitals

Briefly state why the parties are amending the agreement, providing context that supports interpretation if disputes arise later.

Amendment Clauses

List each specific clause or section being changed, provide the exact replacement text, and number amendments for clarity and reference.

Effective Date

Specify when the amendment takes effect using a precise date in MM/DD/YYYY format or event-based language tied to performance milestones.

Signature Blocks

Include printed names, titles, entity names, and signature lines for authorized franchisor and franchisee representatives.

Integration

State that the addendum amends but does not replace the original agreement, and clarify which terms remain unchanged.

Configuring an Online Signing Workflow

Set signer order, authentication, and storage options before sending to ensure the addendum is executed correctly and audited.

Field Configuration
Signer Order Specify sequential or parallel signing as required
Authentication Email link by default; add SMS code or ID check if needed
Required Fields Mark signature, printed name, title, and date as mandatory
Storage Save signed PDF with audit trail in secure repository

Technical Options for Electronic Execution

Ensure the platform can produce a tamper-evident signed record and meet any industry-specific compliance requirements before use.

  • Document Formats: PDF, DOCX accepted
  • Integrations: Salesforce, NetSuite, Google Workspace
  • Authentication: Email, SMS, KBA, or SSO

Timing Considerations and Common Deadlines

Set and communicate deadlines explicitly in the addendum to avoid performance disputes and missed obligations.

Effective Date Specification:

State the exact MM/DD/YYYY effective date for the amendment

Signature Deadline:

Specify time allowed to return signed addendum, commonly 7–30 days

Performance Start:

Define when any new obligations or fees begin

Notice Periods:

Update any notice addresses and timelines if changed

Record Retention:

Note where signed copies will be stored and for how long

Key Milestones in the Addendum Lifecycle

Track each milestone to ensure the addendum progresses from draft to enforceable record without gaps.

01

Draft Approval

Legal and operations sign off on final text before distribution

02

Delivery to Parties

Send final addendum to franchisee and franchisor signatories

03

Execution

Authorized representatives sign and date the document

04

Archival

Store signed addendum with original agreement and audit metadata

Comparing eSignature Vendor Pricing and Features

Basic pricing and feature availability vary; signNow appears first for comparative clarity. Confirm vendor plans for enterprise features or usage-based pricing.

signNow DocuSign Adobe Sign PandaDoc HelloSign
Starting Price $8/user/mo $15/user/mo $14/user/mo $19/user/mo $15/user/mo
Free Trial 7-day free trial, no card Varies by vendor Varies by vendor Varies by vendor Varies by vendor
Bulk Send Yes (Business Premium) Yes Yes Yes No
Audit Trail Yes Yes Yes Yes Yes
HIPAA Compliant Yes Yes Yes No No
Envelope Cap No envelope cap 100 envelopes/user/year Varies by plan Varies by plan Varies by plan

Frequently Asked Questions About Franchise Agreement Addenda

Answers to common execution, enforceability, and technical questions about amending franchise agreements and using electronic signatures.


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