What right do I waive regarding the terms of the Deer Solution agreement?
Deer_Solution Franchise · 2025 FDDAnswer from 2025 FDD Document
- (f) Reasonableness of Covenants and Restrictions. You acknowledge and agree that: (i) the terms of this Agreement are reasonable both in time and in scope of geographic area; and (ii) you have sufficient resources and business experience and opportunities to earn an adequate living while complying with the terms of this Agreement. YOU WAIVE ANY RIGHT TO CHALLENGE THE TERMS OF THIS AGREEMENT AS BEING OVERLY BROAD, UNREASONABLE OR OTHERWISE UNENFORCEABLE. Although you and we both believe that the covenants in this Agreement are reasonable in terms of scope, duration and geographic are, we may at any time unilaterally modify the terms of this Article 4 (Intellectual Property, Brand Protection and Non-Competition Covenants and Restrictions) 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 Article 4 to ensure that the terms are enforceable under applicable law.
Source: Item 23 — RECEIPTS (FDD pages 55–246)
What This Means (2025 FDD)
According to the 2025 Deer Solution Franchise Disclosure Document, as a franchisee, you waive the right to challenge the terms of the agreement, specifically regarding whether they are overly broad, unreasonable, or otherwise unenforceable. This waiver pertains to the covenants and restrictions outlined in the agreement.
Deer Solution emphasizes that the terms of the agreement are considered reasonable in both time and geographic scope. They also affirm that franchisees are believed to possess sufficient resources, business experience, and opportunities to maintain an adequate standard of living while adhering to the agreement's terms. However, Deer Solution retains the right to unilaterally modify certain terms within Article 4 (Intellectual Property, Brand Protection and Non-Competition Covenants and Restrictions) to ensure enforceability under applicable law. These modifications may include limiting prohibited activities, narrowing the definition of a competitive business, shortening the restricted period, or reducing the geographic scope of the restricted territory.
The FDD also states that any failure to comply with Article 4 regarding intellectual property, brand protection, and non-competition covenants will cause irreparable harm to Deer Solution and its other franchisees. In such cases, Deer Solution is entitled to injunctive relief. The franchisee also agrees that Deer Solution can apply for injunctive relief without bond, though with due notice. The franchisee's sole remedy, should an injunction be issued, is to seek its dissolution upon a duly held hearing.
This waiver and these conditions highlight the importance of carefully reviewing and understanding all terms of the Deer Solution franchise agreement before signing, particularly those related to intellectual property, competition, and dispute resolution. Prospective franchisees should seek legal counsel to fully assess the implications of these waivers and restrictions.