Does Aw's failure to exercise a right with respect to other Aw restaurants constitute a waiver of that right?
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 failure to exercise a right, power, or option with respect to other Papa Ray's Pizza Restaurants does not constitute a waiver or impairment of that right. This means that Aw can choose not to enforce certain standards or requirements at some franchise locations without giving up the right to enforce them at your location or any other location in the future.
This clause protects Aw's ability to address non-compliance on a case-by-case basis. For example, if one Aw franchisee is late on a payment, Aw can choose to work with them without setting a precedent that all late payments will be tolerated. Similarly, Aw can allow minor deviations from standard operating procedures at one location without being obligated to allow the same deviations at all locations.
For a prospective Aw franchisee, this means that Aw retains significant control and discretion in how it enforces the franchise agreement. You cannot assume that because Aw has not enforced a particular rule at another location, they will not enforce it at yours. It is important to comply with all terms of the franchise agreement to avoid potential issues, as Aw's actions regarding other franchisees do not limit their ability to enforce the agreement with you.