Under what conditions can Browns Chicken unilaterally waive or reduce an obligation of the franchisee?
Browns_Chicken Franchise · 2025 FDDAnswer from 2025 FDD Document
Brown and Franchisee may by written instrument unilaterally waive or reduce any obligation of or restriction upon the 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 Brown shall be without prejudice to any other rights Brown may have, will be subject to continuing review by Brown, and may be revoked, in Brown's sole discretion, at any time and for any reason, effective upon delivery to Franchisee of ten (10) days prior written notice. Brown and Franchisee shall not 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 term), by virtue of any custom or practice of the parties at variance with the terms hereof; any failure, refusal, or neglect of Brown or Franchisee 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; any waiver, forbearance, delay, failure or omission by Brown to exercise any right, power or option, whether of the same, similar or different nature, with respect to any other BROWN'S Store; or the acceptance by Brown of any payments from the Franchisee after any breach by Franchisee of this Agreement.
Brown makes no warranties or guaranties upon which Franchisee may rely, and assumes no liability or obligation to Franchisee, by granting any waiver, approval or consent to Franchisee, or by reason of any neglect, delay or denial of any request therefor. Any waiver granted by Brown shall be without prejudice to any other rights Brown may have, will be subject to continuing review by Brown, and may be revoked, in Brown's sole discretion, at any time and for any reason, effective upon delivery to Franchisee of ten (10) days' prior written notice.
Source: Item 22 — Contracts (FDD page 43)
What This Means (2025 FDD)
According to Browns Chicken's 2025 Franchise Disclosure Document, Browns Chicken can unilaterally waive or reduce any obligation or restriction upon the franchisee under the Franchise Agreement. This waiver or reduction becomes effective when Browns Chicken delivers written notice to the franchisee, or on another effective date stated in the notice.
Any waiver granted by Browns Chicken is without prejudice to any other rights Browns Chicken may have. The waiver is subject to continuing review by Browns Chicken and may be revoked at any time, for any reason, at Browns Chicken's sole discretion. To revoke a waiver, Browns Chicken must deliver ten days' prior written notice to the franchisee.
The Franchise Agreement specifies that Browns Chicken's actions, such as a custom or practice at variance with the agreement's terms, failure to exercise a right, or acceptance of payments after a breach by the franchisee, do not constitute a waiver of Browns Chicken's rights. Browns Chicken makes no warranties or guarantees and assumes no liability to the franchisee by granting any waiver, approval, or consent.