How can Annex Brands or the franchisee waive an obligation under the franchise agreement?
Annex_Brands Franchise · 2025 FDDAnswer from 2025 FDD Document
B. WAIVER OF OBLIGATIONS. Franchisor and Franchisee may by written instrument waive or reduce any obligation of or restriction upon the other under this Agreement, effective upon giving written notice thereof to the other or upon such other effective date stated in the notice of waiver. Any waiver granted by Franchisor will be without prejudice to any other rights Franchisor may have, will be subject to continuing review by Franchisor and may be withdrawn, in Franchisor's sole discretion, effective upon giving Franchisee 30 days' prior written notice of withdrawal.
Franchisor and Franchisee will not be deemed to have waived or impaired any right, power or option reserved by this Agreement (including the right to demand exact compliance with every provision, condition and covenant in this Agreement or to declare any default thereof to be a default and to terminate the Franchise prior to the expiration of its term) by virtue of any custom or practice of the parties at variance with the provisions of this Agreement; any failure, refusal or neglect of Franchisor or Franchisee to exercise any right under this Agreement or to insist upon exact compliance by the other with its obligations hereunder including any mandatory specification, standard or operating procedure; any waiver, forbearance, delay, failure or omission by Franchisor to exercise any right, power or option, whether of the same, similar or different nature, with respect to other Centers; or the acceptance by Franchisor of any payments due from Franchisee after any default of this Agreement.
Source: Item 22 — Contracts (FDD pages 109–110)
What This Means (2025 FDD)
According to Annex Brands's 2025 Franchise Disclosure Document, both Annex Brands and the franchisee can waive or reduce obligations or restrictions under the franchise agreement. This requires a written instrument, which becomes effective upon written notice to the other party or on another date specified in the waiver notice.
However, any waiver granted by Annex Brands is not absolute. Annex Brands retains the right to review the waiver continuously and can withdraw it at their sole discretion. To withdraw a waiver, Annex Brands must provide the franchisee with 30 days' prior written notice.
The FDD also clarifies that neither Annex Brands nor the franchisee will be considered to have waived or impaired any right, power, or option reserved in the agreement simply due to custom, practice, failure to exercise a right, or any forbearance. This includes the right to demand strict compliance with every provision of the agreement. Similarly, accepting payments from the franchisee after a default does not constitute a waiver of Annex Brands's rights.