Does Aw's acceptance of payments after a breach constitute a waiver of its rights?
Aw Franchise · 2025 FDDAnswer from 2025 FDD Document
Neither you nor the Company will be deemed to have waived or impaired any right, power or option reserved by this Agreement (including, without limitation, the right to demand exact compliance with every term, condition and covenant herein, or to declare any breach thereof to be a default and to terminate the Franchise prior to the expiration of its terms), by virtue of: (1) any custom or practice of the parties at variance with the terms hereof; (2) any failure, refusal or neglect of either of us to exercise any right under this Agreement or to insist upon exact compliance by the other with its obligations hereunder, including, without limitation, any mandatory specification, standard or operating procedure; (3) any waiver, forbearance, delay, failure or omission by us to exercise any
right, power or option, whether of the same, similar or different nature, with respect to other Papa Ray's Pizza Restaurants; or (4) the acceptance by us of any payments due from you after any breach of this Agreement.
Source: Item 22 — CONTRACTS (FDD pages 39–40)
What This Means (2025 FDD)
According to Aw's 2025 Franchise Disclosure Document, Aw's acceptance of payments from a franchisee after a breach of the franchise agreement does not automatically constitute a waiver of Aw's rights. Specifically, Aw retains its rights, powers, and options, including the right to demand compliance with the agreement's terms and to declare a breach, even if it accepts payments after a breach.
This provision protects Aw by ensuring that it can continue to receive payments without forfeiting its ability to enforce the franchise agreement's terms. For a franchisee, this means that even if Aw accepts payments after a breach, Aw can still take action regarding the breach at a later time.
This clause is common in franchise agreements, as it allows the franchisor flexibility in managing its relationships with franchisees while still protecting its rights. However, franchisees should be aware that continued acceptance of payments does not necessarily mean that a breach is being overlooked or forgiven by Aw.