If a part of the Buildingstars Franchise Agreement is declared invalid, what happens to the rest of the agreement?
Buildingstars Franchise · 2025 FDDAnswer from 2025 FDD Document
- B.
Severability.
Should any provision of this Agreement be construed or declared invalid, such decision shall not affect the validity of any remaining portion which shall remain in full force and effect as if this Agreement had been executed with such invalid portion eliminated.
If any restriction contained in this Agreement is deemed too broad to be capable of enforcement, a court of competent jurisdiction is hereby authorized to modify or limit such restriction to the extent necessary to permit its enforcement.
All covenants contained in this Agreement, including but not limited to those relating to restrictive covenant, shall be interpreted and applied consistent with the requirements of reasonableness and equity.
Source: Item 23 — RECEIPT (FDD pages 43–217)
What This Means (2025 FDD)
According to Buildingstars's 2025 Franchise Disclosure Document, if any provision of the Franchise Agreement is deemed invalid, the remaining portions of the agreement will remain in full effect. Buildingstars states that the agreement will be interpreted as if the invalid portion had been removed at the time of execution. Additionally, if any restriction within the agreement is considered too broad to be enforceable, a court is authorized to modify or limit the restriction to the extent necessary for enforcement.
This "severability" clause is a standard provision in franchise agreements. It aims to preserve the overall contract even if specific parts are successfully challenged. For a Buildingstars franchisee, this means that if a particular clause is found to be unenforceable, the entire agreement will not necessarily be voided.
This clause provides a level of security for both Buildingstars and the franchisee, ensuring that the core obligations and rights outlined in the agreement remain intact to the fullest extent possible. Franchisees should be aware of this clause, as it could impact their rights and obligations if a legal challenge arises concerning a specific part of the agreement.