How can the Alloy franchise agreement be waived, altered, or rescinded?
Alloy Franchise · 2025 FDDAnswer from 2025 FDD Document
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to modify the Schedules and/or standards and as otherwise provided herein, this Agreement may not be waived, altered or rescinded, in whole or in part, except by a writing signed by you and us.
This Agreement together with all schedules, addenda and appendices to this Agreement constitute the entire agreement between the parties and supersede any and all prior negotiations, understandings, representations and agreements. Nothing in this or in any related agreement, however, is intended to disclaim the representations we made in the Franchise Disclosure Document we furnished to you.
Source: Item 23 — RECEIPTS (FDD pages 69–245)
What This Means (2025 FDD)
According to Alloy's 2025 Franchise Disclosure Document, the franchise agreement cannot be waived, altered, or rescinded unless both the franchisee and Alloy agree to it in writing and sign a document to that effect. This requirement ensures that any changes to the original agreement are formally documented and agreed upon by both parties, preventing misunderstandings or disputes later on. This clause does not affect Alloy's rights to modify the schedules and/or standards as otherwise provided in the agreement.
This provision is typical in franchise agreements, as it protects both the franchisor and franchisee by ensuring that any modifications to the contract are intentional and documented. It prevents either party from unilaterally claiming that certain terms were waived or altered without a formal written agreement. The clause also states that the franchise agreement, along with all schedules, addenda, and appendices, constitutes the entire agreement between the parties, superseding any prior negotiations or understandings. However, the agreement does not disclaim any representations made by Alloy in the Franchise Disclosure Document provided to the franchisee.
For a prospective Alloy franchisee, this means that any desired changes to the franchise agreement must be negotiated and formalized in writing with Alloy. It is crucial to carefully review all schedules, addenda, and appendices to fully understand the scope of the agreement. Franchisees should also be aware that Alloy's representations in the Franchise Disclosure Document are not disclaimed by the agreement, providing some protection against misleading information.