In the Checkersrallys agreement, what is the effect of exercising one right or remedy on the ability to exercise others?
Checkersrallys Franchise · 2025 FDDAnswer from 2025 FDD Document
10.03 Exercise of Rights of Parties. The rights of Franchisor and Area Franchisee hereunder are cumulative and no exercise or enforcement by Franchisor or Area Franchisee of any right or remedy hereunder shall preclude the exercise or enforcement by Franchisor or Area Franchisee of any other right or remedy hereunder which Franchisor or Area Franchisee is entitled to enforce by law. If Area Franchisee commits any act of default under this Agreement for which Franchisor exercises its right to terminate this Agreement, Area Franchisee shall pay to Franchisor all actual, consequential, special and incidental damages Franchisor incurs as a result of the premature termination of this Agreement regardless of whether or not such damages are reasonably foreseeable. Area Franchisee acknowledges and agrees that the proximate cause of such damages sustained by Franchisor is Area Franchisee's act of default and not Franchisor's exercise of its right to terminate. 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 Checkersrallys's 2025 Franchise Disclosure Document, the rights of both Checkersrallys as the Franchisor and the Area Franchisee are cumulative. This means that if either party chooses to exercise or enforce a specific right or remedy outlined in the agreement, it does not prevent them from exercising or enforcing any other rights or remedies they are entitled to by law. This clause ensures that neither party is limited in their ability to pursue all available legal avenues, should a breach or dispute arise.
However, the agreement also stipulates a condition regarding the waiver of rights. If either Checkersrallys or the franchisee fails to assert a breach or violation of any legal or equitable right arising from the agreement, it could be considered a waiver of that right. To avoid this, the party must provide written notice specifying the breach or violation within 12 months of either the date of the breach or violation, or the date when the facts of the breach could have been discovered through reasonable diligence.
This provision balances the cumulative nature of rights with a requirement for timely action. While Checkersrallys and its franchisees retain all their rights and remedies, they risk waiving those rights if they do not provide timely written notice of any breaches or violations. This encourages proactive communication and dispute resolution, ensuring that issues are addressed promptly and do not linger unresolved, potentially harming the business relationship.