Does a waiver by Alloy of one breach by the franchisee constitute a waiver of subsequent breaches?
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.
Source: Item 23 — RECEIPTS (FDD pages 69–245)
What This Means (2025 FDD)
According to Alloy's 2025 Franchise Disclosure Document, Alloy's decision to waive a breach of the Franchise Agreement by the franchisee does not constitute a waiver of any other or subsequent breaches. This means that even if Alloy overlooks a particular violation of the agreement, it does not forfeit its right to enforce the agreement for that specific breach at a later time, or for any other breaches of the agreement.
This provision protects Alloy's ability to enforce the Franchise Agreement consistently. Alloy's delay or failure to enforce any provision of the agreement will not prevent Alloy from enforcing its rights regarding that breach, or any other subsequent breach.
This clause is fairly standard in franchise agreements, allowing franchisors to maintain control over their brand and system standards without inadvertently relinquishing their rights through leniency. However, prospective Alloy franchisees should be aware of this clause and ensure they consistently adhere to the terms of the Franchise Agreement to avoid potential enforcement actions.