Can Browns Chicken waive any right, power, or option reserved by the franchise agreement?
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 retains the right to waive obligations outlined in the franchise agreement. Browns Chicken and the franchisee can use a written instrument to unilaterally waive or reduce any obligation or restriction upon the other under the agreement. This waiver becomes effective upon delivery of written notice to the other party or on another effective date stated in the notice of waiver.
Any waiver granted by Browns Chicken is subject to continuing review and can be revoked at any time, for any reason, at Browns Chicken's sole discretion. Browns Chicken must provide the franchisee with ten days prior written notice before revoking a waiver.
Furthermore, Browns Chicken's failure to enforce any right or exact compliance with the agreement's terms does not constitute a waiver of those rights. This means Browns Chicken can choose not to enforce certain provisions at one time without giving up the right to enforce them in the future. Browns Chicken also makes no warranties or guarantees and assumes no liability to the franchisee by granting any waiver, approval, or consent.