If a provision of the Crepe De Licious agreement violates applicable law, what happens?
Crepe_De_Licious Franchise · 2025 FDDAnswer from 2025 FDD Document
- c. Each section of this Agreement, including each subsection and portion thereof, is severable. If any section, subsection, or portion of this Agreement is unenforceable, it shall not affect the enforceability of any other section, subsection, or portion; and each party to this Agreement agrees that the court may impose such limitations on the terms of this Agreement as it deems in its discretion necessary to make such terms reasonable in scope, duration, and geographic area.
- d. You and we both believe that the covenants in this Agreement are reasonable in terms of scope, duration, and geographic area. However, we may at any time unilaterally modify the terms of this Agreement upon written notice to you by limiting the scope of the Prohibited Activities, narrowing the definition of a Competitive Business, shortening the duration of the Restricted Period, reducing the geographic scope of the Restricted Territory, and/or reducing the scope of any other covenant imposed upon you under this Agreement to ensure that the terms and covenants in this Agreement are enforceable under applicable law.
Source: Item 22 — CONTRACTS (FDD page 57)
What This Means (2025 FDD)
According to the 2025 Crepe De Licious Franchise Disclosure Document, the franchise agreement contains a severability clause. This means that if any part of the agreement is found to be unenforceable, it will not invalidate the entire agreement. The rest of the agreement will remain in effect.
Specifically, the clause allows a court to modify the unenforceable terms to make them reasonable with respect to scope, duration, and geographic area. This ensures that as much of the original agreement as possible is upheld while complying with applicable laws.
Additionally, Crepe De Licious retains the right to unilaterally modify the agreement by providing written notice to the franchisee. These modifications may include limiting prohibited activities, narrowing the definition of a competitive business, shortening the restricted period, reducing the geographic scope of the restricted territory, or reducing the scope of any other covenant. This allows Crepe De Licious to ensure the terms are enforceable under applicable law.