Can Amerispec Inspection Services unilaterally waive an obligation of the franchisee under the agreement?
Amerispec_Inspection_Services Franchise · 2025 FDDAnswer from 2025 FDD Document
- 23.8 No Waiver.
The Company and the Franchisee, by written instrument, may unilaterally waive any obligation of or restriction upon the other under this Agreement.
No acceptance by the Company of any payment by the Franchisee and no failure, refusal or neglect of the Company or the Franchisee to exercise any right under this Agreement or to insist upon full compliance by the other with its obligations hereunder or with any specification, standard or operating procedure shall constitute a waiver of any provision of this Agreement or any specification, standard or operating procedure; provided, however, that such failure, refusal or neglect to exercise any right under this Agreement or to insist upon full compliance by the other with its obligations under this Agreement or under state or federal law, or with any specification, standard or operating procedure, shall constitute a waiver of any default arising under this Agreement or under state or federal law and shall preclude exercise or enforcement of any right or remedy arising therefrom, unless written notice of such default is provided by the non-defaulting party within twelve (12) months after such right or default occurs.
No exercise or enforcement by the Company or the Franchisee of any right or remedy hereunder shall preclude the exercise or enforcement by the Company or of the Franchisee of any other right or remedy hereunder or which the Company or the Franchisee is entitled by law to enforce.
No modification of this Agreement shall be valid unless such modification is in writing and signed by the Franchisee and the Company.
Source: Item 23 — Receipts (FDD pages 47–172)
What This Means (2025 FDD)
According to the 2025 Amerispec Inspection Services Franchise Disclosure Document, both Amerispec Inspection Services and the franchisee can unilaterally waive obligations or restrictions upon the other party, but such waivers must be documented in writing. This means that Amerispec Inspection Services can choose to not enforce a specific requirement or obligation that the franchisee has under the franchise agreement, but to be valid, this waiver must be formally documented in a written instrument.
However, the FDD also clarifies that Amerispec Inspection Services's acceptance of payments, or any failure to enforce the franchisee's compliance with the agreement, does not automatically constitute a waiver of any provision. To waive a default, Amerispec Inspection Services must provide written notice of the default within 12 months of its occurrence. This protects Amerispec Inspection Services from inadvertently waiving their rights through inaction, while also setting a time limit for addressing defaults.
Furthermore, the FDD states that no modification of the agreement is valid unless it is in writing and signed by both the franchisee and Amerispec Inspection Services. This requirement ensures that any permanent changes to the franchise agreement are mutually agreed upon and properly documented, preventing misunderstandings or disputes over verbal agreements or informal arrangements. This clause provides franchisees with the assurance that the terms of their franchise agreement cannot be altered without their explicit consent and a formal written amendment.