Can Bb.Q Chicken reduce the scope of any covenant in the agreement, and if so, what is required?
Bb_Q_Chicken Franchise · 2025 FDDAnswer from 2025 FDD Document
If all or any portion of a covenant in this Section is held unreasonable or unenforceable by a court or agency having valid jurisdiction in an unappealed final decision to which we are a party, you and the Principal(s) expressly agree to be bound by any lesser covenant subsumed within the terms of such covenant that imposes the maximum duty permitted by law, as if the resulting covenant were separately stated in and made a part of this Section.
Source: Item 23 — RECEIPTS (FDD pages 62–283)
What This Means (2025 FDD)
According to Bb.Q Chicken's 2025 Franchise Disclosure Document, if a court deems any portion of a covenant in Section 10 unreasonable or unenforceable, the franchisee and any principals agree to be bound by a lesser covenant. This lesser covenant would impose the maximum duty permitted by law, as if it were originally part of the agreement.
This means that if a specific restriction, such as the non-compete radius or duration, is found to be too broad, the court may reduce the scope of the covenant to what is legally permissible. The franchisee is then obligated to adhere to this modified, narrower restriction. This ensures that some level of protection remains for Bb.Q Chicken's interests, while also preventing overly restrictive terms that could unfairly limit the franchisee's future opportunities.
For a prospective Bb.Q Chicken franchisee, this clause offers a degree of certainty. Even if a specific part of a covenant is challenged and found unreasonable, the franchisee is still bound by the maximum enforceable restriction. It is important to understand the specific covenants and their potential limitations within the legal jurisdiction of the franchise.