Under what circumstances will a failure to assert a breach of the Checkers agreement constitute a waiver?
Checkers Franchise · 2025 FDDAnswer from 2025 FDD Document
Notwithstanding the foregoing, and except as otherwise prohibited or limited by applicable law, any failure, neglect, or delay of a party to assert any breach or violation of any legal or equitable right arising from or in connection with this Agreement, shall constitute a waiver of such right and shall preclude the exercise or enforcement of any legal or equitable remedy arising therefrom, unless written notice specifying such breach or violation is provided to the other party within 12 months after the later of: (a) the date of such breach or violation; or (b) the date of discovery of the facts (or the date the facts could have been discovered, using reasonable diligence) giving rise to such breach or violation.
Source: Item 23 — RECEIPTS (FDD pages 92–384)
What This Means (2025 FDD)
According to Checkers' 2025 Franchise Disclosure Document, a failure, neglect, or delay by either Checkers or the franchisee to assert a breach or violation of any legal or equitable right arising from the franchise agreement can be considered a waiver of that right. This means that if either party doesn't take action or provide written notice about a breach, they may lose the ability to enforce that right later on.
However, this waiver is not automatic or indefinite. To avoid waiving a right, the party must provide written notice specifying the breach or violation to the other party within 12 months. This 12-month period starts from the later of either the date the breach or violation occurred, or the date when the facts of the breach were discovered, or could have been discovered with reasonable diligence.
This provision encourages both Checkers and its franchisees to promptly address any issues or breaches of the agreement. It also sets a clear timeframe for doing so, preventing disputes from lingering unresolved for extended periods. Franchisees should be diligent in monitoring compliance with the franchise agreement and consulting with an attorney if they believe Checkers has violated the agreement to ensure they do not inadvertently waive their rights.