Does the Alloy franchise agreement specify that the Owner must execute a written waiver?
Alloy Franchise · 2025 FDDAnswer from 2025 FDD Document
- B. Waiver/Integration. No waiver by us of any breach by you, nor any delay or failure by us to enforce any provision of this Agreement, may be deemed to be a waiver of any other or subsequent breach or be deemed an estoppel to enforce our rights with respect to that or any other or subsequent breach. Subject to our rights to modify the Schedules and/or standards and as otherwise provided herein, this Agreement may not be waived, altered or rescinded, in whole or in part, except by a writing signed by you and us.
Source: Item 23 — RECEIPTS (FDD pages 69–245)
What This Means (2025 FDD)
According to Alloy's 2025 Franchise Disclosure Document, the franchise agreement addresses waivers in a general sense. It states that Alloy's failure to enforce any provision of the agreement does not constitute a waiver of future breaches, nor does it prevent Alloy from enforcing its rights later on. The franchise agreement specifies that it cannot be waived, altered, or rescinded unless both Alloy and the franchisee sign a written agreement. This clause ensures that any modifications or waivers to the agreement must be documented in writing and agreed upon by both parties to be valid.
This provision is fairly standard in franchise agreements. It protects Alloy from inadvertently waiving its rights through inaction or leniency. For a franchisee, this means they cannot assume that Alloy's failure to enforce a specific term in the past means that term is no longer in effect. Everything in the franchise agreement remains enforceable unless there is a written amendment signed by both parties.
However, the franchise agreement does not explicitly require the Owner to execute a written waiver in any specific circumstance. Instead, it focuses on the conditions under which Alloy might waive its own rights and the process for formally altering the agreement. A prospective franchisee should inquire about specific situations where waivers might be relevant and whether there are standard waiver forms used by Alloy.