Does a delay in exercising a right constitute a waiver of that right under the Cicis franchise agreement?
Cicis Franchise · 2025 FDDAnswer from 2025 FDD Document
No delay, waiver, omission, or forbearance to exercise any right, option, duty, or power arising out of any breach or default by a party will constitute a waiver of the right to enforce any such right, option, duty, or power, or as to a subsequent breach or default. Acceptance by us of any payments after their due date will not be deemed a waiver of any preceding breach of your or your related parties' obligations however those obligations arise.
Source: Item 22 — CONTRACTS (FDD pages 64–65)
What This Means (2025 FDD)
According to Cicis's 2025 Franchise Disclosure Document, a delay in exercising any right related to a breach or default does not constitute a waiver of that right. This means that even if Cicis does not immediately enforce a specific term or condition of the franchise agreement, they still retain the right to enforce it later. This also applies to subsequent breaches or defaults, ensuring that Cicis's rights are preserved even if they initially choose not to act.
Furthermore, Cicis's acceptance of payments after their due date does not imply a waiver of any prior breach of the franchisee's obligations. This protects Cicis from inadvertently relinquishing their rights due to accepting late payments. The franchisee remains responsible for fulfilling all obligations, regardless of whether Cicis has previously accepted late payments or not immediately enforced other terms of the agreement.
This provision is particularly relevant for prospective franchisees as it clarifies that Cicis retains its rights even with some leniency or delay in enforcement. Franchisees should be aware that Cicis's inaction on a particular breach does not prevent them from taking action on that breach or future breaches. This clause ensures that Cicis can address any ongoing or repeated violations of the franchise agreement without being limited by prior forbearance.