Does the Checkers franchise agreement state that every part of the agreement is considered severable?
Checkers Franchise · 2025 FDDAnswer from 2025 FDD Document
18.01 Severability and Substitution of Provisions. Every part of this Agreement shall be considered severable. If for any reason any part of this Agreement is held to be invalid, that determination shall not impair the other parts
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of this Agreement. If any covenant herein which restricts competitive activity is deemed unenforceable by virtue of its scope in terms of geographical area, type of business activity prohibited and/or length of time, but could be rendered enforceable by reducing any part or all of it, you and we agree that it will be enforced to the fullest extent permissible under applicable law and public policy.
If any applicable law requires a greater prior notice of the termination of or refusal to enter into a successor franchise than is required hereunder, a different standard of "good cause", or the taking of some other action not required hereunder, the prior notice, "good cause" standard and/or other action required by such law shall be substituted for the comparable provisions hereof. If any provision of this Agreement or any specification, standard or operating procedure prescribed by us is invalid or unenforceable under applicable law, we have the right, in our sole discretion, to modify such invalid or unenforceable provision, specification, standard or operating procedure to the extent required to make it valid and enforceable.
Source: Item 22 — CONTRACTS (FDD pages 91–92)
What This Means (2025 FDD)
According to Checkers' 2025 Franchise Disclosure Document, the franchise agreement specifies that every part of the agreement is considered severable. This means that if a court finds any provision of the agreement to be invalid, that determination will not affect the validity of the remaining provisions.
This severability clause is a standard legal protection for franchisors. It ensures that the entire agreement does not become unenforceable due to a single problematic clause. For a Checkers franchisee, this means that even if a specific part of the agreement is successfully challenged, the rest of the agreement remains in effect.
The agreement also states that if any covenant restricting competitive activity is deemed unenforceable due to its scope (geographical area, type of business, or length of time), the parties agree that it will be enforced to the fullest extent permissible under applicable law and public policy. Furthermore, if any applicable law requires a greater prior notice of termination or a different standard of "good cause," those legal requirements will be substituted for the comparable provisions in the agreement. Checkers also retains the right to modify any invalid or unenforceable provision, specification, standard, or operating procedure to make it valid and enforceable.
This section of the Checkers franchise agreement aims to maintain the agreement's overall enforceability while adapting to legal requirements and ensuring the core obligations remain in place. Prospective franchisees should understand that while some terms might be adjusted, the fundamental aspects of the franchise relationship will likely continue to be binding.