Can Batteries Plus Bulbs enforce partially valid provisions of the franchise agreement?
Batteries_Plus_Bulbs Franchise · 2025 FDDAnswer from 2025 FDD Document
All provisions of this Agreement are severable and this Agreement will be interpreted and enforced as if all completely invalid or unenforceable provisions were not contained herein and partially valid and enforceable provisions will be enforced to the extent valid and enforceable.
If any applicable and binding law or rule of any jurisdiction requires a greater prior notice of the termination of or non-renewal of this Agreement than is required, or the taking of some other action not required, or if under any applicable and binding law or rule of any jurisdiction, any provision of this Agreement or any specification, standard or operating procedure prescribed by Franchisor is invalid or unenforceable, the prior notice and/or other action required by law or rule will be substituted for the comparable provisions.
In addition, Franchisor may unilaterally reduce the scope of any of Franchisee's obligations under this Agreement upon notice to Franchisee.
Source: Item 22 — Contracts (FDD page 80)
What This Means (2025 FDD)
According to the 2025 Batteries Plus Bulbs Franchise Disclosure Document, the franchise agreement contains a severability clause. This means that if any part of the agreement is found to be completely invalid or unenforceable, the rest of the agreement will still be in effect. Furthermore, any provisions that are only partially invalid or unenforceable will be enforced to the extent that they are valid and enforceable. This protects the integrity of the agreement as a whole.
This clause also addresses situations where local laws or regulations impose different requirements than those outlined in the franchise agreement. If any applicable law requires a greater prior notice of termination or non-renewal, or necessitates actions not specified in the agreement, those legal requirements will take precedence. Similarly, if any provision of the agreement or any standard prescribed by Batteries Plus Bulbs is deemed invalid or unenforceable under local law, the legally required modifications will be substituted for the original provisions.
Batteries Plus Bulbs retains the right to unilaterally reduce the scope of a franchisee's obligations under the agreement by providing notice to the franchisee. This provides Batteries Plus Bulbs with flexibility to adapt the agreement to changing circumstances or specific situations, potentially easing certain requirements for the franchisee. This clause ensures that the franchise agreement remains as effective and enforceable as possible, even if certain parts are challenged or need modification due to legal or practical considerations.