Under the Brain Balance agreement, how can a term of the agreement be waived, modified, or cancelled?
Brain_Balance Franchise · 2025 FDDAnswer from 2025 FDD Document
21.05. No waiver, modification, or cancellation of any term of this Agreement shall be effective unless in writing signed by both parties except that the Operations Manual may be revised by COMPANY in its discretion as otherwise set forth herein. COMPANY will not modify the Operations Manual if the modification unreasonably increases a FRANCHISEE's obligations under the Franchise Agreement or imposes an unreasonable economic burden on a FRANCHISEE. No failure of COMPANY to exercise any power to it under this Agreement or to insist upon strict compliance by FRANCHISEE with any provision under this Agreement shall constitute a waiver of COMPANY's right to demand future compliance with each and every term of this Agreement. Waiver by COMPANY of a default by FRANCHISEE shall not affect or impair COMPANY's rights with respect to any subsequent default of the same or of a different nature; nor shall any delay, waiver, or omission of COMPANY to exercise any power or right arising from a breach or default by FRANCHISEE of any of the terms
Source: Item 22 — CONTRACTS (FDD pages 70–72)
What This Means (2025 FDD)
According to Brain Balance's 2025 Franchise Disclosure Document, any waiver, modification, or cancellation of any term within the franchise agreement must be documented in writing and signed by both Brain Balance and the franchisee to be considered effective. This requirement ensures that all changes to the agreement are formally acknowledged and agreed upon by both parties, providing a clear record of any alterations to the original terms.
However, there is an exception to this rule regarding the Operations Manual. Brain Balance retains the discretion to revise the Operations Manual as it sees fit, without requiring the franchisee's signature. This allows Brain Balance to adapt its operational guidelines and standards as needed to maintain consistency and quality across all franchise locations.
Despite this flexibility, Brain Balance is restricted from modifying the Operations Manual in a way that would unreasonably increase a franchisee's obligations or impose an unreasonable economic burden on the franchisee. This provision aims to protect franchisees from potentially detrimental changes to the operational requirements or financial expectations of their Brain Balance franchise.