What constitutes a waiver or impairment of Aw's rights under the franchise agreement?
Aw Franchise · 2025 FDDAnswer from 2025 FDD Document
other under this Agreement, effective upon delivery of written notice thereof to the other or such other effective date stated in the notice of waiver. Any waiver granted by us will be without prejudice to any other rights we may have, will be subject to our continuing review, and may be revoked, in our sole discretion, at any time and for any reason, effective upon delivery to you of ten (10) days prior written notice.
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;
Source: Item 22 — CONTRACTS (FDD pages 39–40)
What This Means (2025 FDD)
According to Aw's 2025 Franchise Disclosure Document, Aw's rights are generally protected under the franchise agreement, and specific actions do not automatically constitute a waiver or impairment of those rights. Neither the franchisee nor Aw will be considered to have waived or impaired any right, power, or option reserved in the agreement simply due to certain circumstances. These circumstances include customs or practices that differ from the agreement's terms, failure or neglect by either party to exercise a right or insist on compliance, or any delay or omission by Aw in exercising its rights concerning other Papa Ray's Pizza Restaurants.
Specifically, Aw's acceptance of payments from the franchisee after a breach of the agreement does not constitute a waiver of Aw's rights. This means that Aw can still pursue remedies for the breach, even after accepting payments. This provision aims to ensure that Aw retains its rights and options under the agreement, even if it shows some leniency or flexibility in certain situations.
This section of the franchise agreement is designed to protect Aw's interests by ensuring that its rights are not inadvertently waived through its actions or inactions. However, Aw can unilaterally waive or reduce any obligation of or restriction upon the franchisee under the agreement by written instrument, effective upon delivery of written notice thereof to the franchisee or such other effective date stated in the notice of waiver. Any waiver granted by Aw will be without prejudice to any other rights Aw may have, will be subject to Aw's continuing review, and may be revoked, in Aw's sole discretion, at any time and for any reason, effective upon delivery to the franchisee of ten (10) days prior written notice.