What happens if a provision of the All Team General Release is found to be invalid?
All_Team Franchise · 2025 FDDAnswer from 2025 FDD Document
If any provision of this General Release is found or declared invalid or unenforceable by any arbitrator, court or other competent authority having jurisdiction, such finding or declaration shall not invalidate any other provision hereof and this General Release shall thereafter continue in full force and effect except that such invalid or unenforceable provision, and (if necessary) other provisions hereof, shall be reformed by such arbitrator, court or other competent authority so as to effect insofar as is practicable, the intention of the parties set forth in this General Release, provided that if such arbitrator, court or other competent authority is unable or unwilling to effect such reformation, the invalid or unenforceable provision shall be deemed deleted to the same extent as if it had never existed.
Source: Item 22 — CONTRACTS (FDD pages 33–34)
What This Means (2025 FDD)
According to All Team's 2025 Franchise Disclosure Document, if any part of the General Release is deemed invalid or unenforceable by an arbitrator, court, or other authority, the remaining provisions will still be valid. The invalid or unenforceable provision will be addressed in one of two ways. First, the arbitrator, court, or authority will revise the provision, along with any other necessary provisions, to align with the original intentions of all parties as stated in the General Release. Second, if the arbitrator, court, or authority cannot or will not revise the provision, it will be removed as if it never existed, without affecting the rest of the General Release.
This clause ensures that the entire General Release does not become void due to a single invalid provision. It provides a mechanism for either correcting the problematic provision or removing it to maintain the agreement's overall enforceability. This is a common 'severability' practice in franchise agreements, designed to protect the agreement from being entirely invalidated by a single legal challenge.
For a prospective All Team franchisee, this means that if they sign a General Release and a specific part of it is later found to be unenforceable, the rest of the agreement will likely remain in effect. This offers some assurance that the core understanding of the agreement will be upheld, even if minor adjustments are required. Franchisees should still seek legal counsel to understand the full implications of any General Release and the potential impact of any specific provisions that might be challenged.