Under what conditions can the Chem Dry Franchise Agreement be modified, and what exceptions exist regarding Chem Dry's ability to modify certain fees, the Manual, and System Standards?
Chem_Dry Franchise · 2024 FDDAnswer from 2024 FDD Document
nt required to be valid and enforceable. Such modification(s) to this Agreement shall be effective only in such jurisdiction, unless CDI elects to give it greater applicability, and shall be enforced as originally made and entered into in all other jurisdictions. FRANCHISEE agrees to be bound by any such modification to this Agreement.
B. WAIVER OF OBLIGATIONS/FORCE MAJURE
- 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.
2.
Source: Item 23 — Receipts (FDD pages 68–264)
What This Means (2024 FDD)
According to the 2024 Chem Dry Franchise Disclosure Document, Chem Dry and the franchisee can modify the Franchise Agreement if both parties agree to waive or reduce any obligation or restriction upon the other. This modification must be documented in a written instrument and becomes effective upon delivery of written notice or another effective date stated in the notice of waiver.
However, any waiver granted by Chem Dry is subject to continuing review and can be revoked at any time, for any reason, at Chem Dry's sole discretion. Chem Dry must provide the franchisee with ten days prior written notice before the revocation becomes effective. The FDD states that Chem Dry's actions, such as custom practices at variance with the agreement terms, failure to exercise rights, or acceptance of payments after a breach, do not constitute a waiver or impairment of any right, power, or option reserved by the agreement.
Chem Dry also retains the right to modify the specifications and components of the Computer System from time to time, requiring the franchisee to purchase and install any specified upgrades or replacements. Additionally, Chem Dry can change the requirement for franchisees to avoid implementing a website or URL for their Chem-Dry Business without prior written consent, at their discretion.