Can the Guaranty and Assumption of Obligations for a Chem Dry franchise be revoked during the term of the agreement?
Chem_Dry Franchise · 2024 FDDAnswer from 2024 FDD Document
CDI 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 another effective date stated in the notice of waiver. Any waiver granted by CDI shall be without prejudice to any other rights CDI, or its affiliates, may have, and will be subject to continuing review by CDI and may be revoked, in CDI's sole discretion, at any time and for any reason, effective upon delivery to FRANCHISEE of ten (10) days prior written notice. CDI and FRANCHISEE shall not be deemed to have waived or impaired any right, power or option reserved by this Agreement (including, without limitation, CDI's right to demand exact compliance with every term, condition, and covenant or to declare any breach to be a default and to terminate this Agreement before its term expires) by virtue of any custom or practice of the parties at variance with the terms hereof; any failure, refusal or neglect of CDI or FRANCHISEE to exercise any rights under this Agreement or to insist upon exact compliance by the other with its obligations hereunder; any waiver, forbearance, delay, failure or omission by CDI, or its affiliates, to exercise any right, power or option, whether of the same, similar or different nature, with respect to other CHEM-DRY Businesses; the existence of franchise agreements for other CHEM-DRY Businesses which contain provisions different from those
contained in this Agreement; or the acceptance by CDI, or its affiliates, of any payments due from FRANCHISEE after any breach of this Agreement.
Source: Item 23 — Receipts (FDD pages 68–264)
What This Means (2024 FDD)
According to Chem Dry's 2024 Franchise Disclosure Document, Chem Dry, Inc. (CDI) has the right to unilaterally waive or reduce any obligation or restriction upon either party under the agreement. However, any waiver granted by CDI is subject to continuing review and can be revoked at any time, for any reason, at CDI's sole discretion.
This revocation becomes effective upon delivery of ten days prior written notice to the franchisee. This means that even if Chem Dry initially waives a certain obligation for the franchisee, they retain the right to reinstate that obligation with only a short notice period.
This clause also specifies that CDI's failure to enforce any right or insist on compliance with the agreement's terms does not constitute a waiver of those rights. Similarly, the existence of different provisions in other Chem Dry franchise agreements does not affect the enforceability of the terms in a specific franchisee's agreement. This ensures that Chem Dry retains maximum flexibility in managing its franchise network and enforcing its contractual rights, while placing the onus on the franchisee to remain compliant with all terms of the agreement, as they may be reinstated at any time with limited notice.