Does the Degree Wellness agreement limit, modify, or revoke covenants or obligations that survive transfer or termination of the Franchise Agreement?
Degree_Wellness Franchise · 2025 FDDAnswer from 2025 FDD Document
rights of Degree Wellness described above or elsewhere in this Agreement may not necessarily be Degree Wellness's exclusive remedies but will instead supplement any other equitable or legal remedies available to Degree Wellness, including the right to withhold performance as provided in Section 15.4 of this Agreement. If this Agreement is terminated because of your default, nothing in this Section 16.5 may be construed to deprive Degree Wellness of the right to recover damages as compensation for lost profits.
16.6 Continuing Obligations. All obligations of this Agreement (whether yours or ours) that expressly or by their nature survive the expiration or termination of this Agreement will continue in full force and effect after and notwithstanding its expiration or termination until they are satisfied in full or by their nature expire. Without limiting the foregoing, you acknowledge and agree that your covenants in Article 9 above survive the termination or expiration of this Agreement to the extent set forth in such Article 9.
17. ENFORCEMENT.
17.1 Invalid Provisions; Substitution of Valid Provisions.
- a.
Source: Item 23 — Receipts (FDD pages 66–257)
What This Means (2025 FDD)
According to Degree Wellness's 2025 Franchise Disclosure Document, the agreement specifies that obligations, by their nature, continue even after the agreement expires or terminates until they are fully satisfied or naturally expire. Specifically, the covenants outlined in Article 9 of the agreement survive termination or expiration, as detailed within Article 9 itself.
Upon the transfer of a Degree Wellness franchise, the franchisor's consent does not waive any existing claims against the franchisee or principal owner, nor does it waive the right to demand compliance from the new owner. Unless specified otherwise in writing, the franchisee remains subject to all post-transfer and post-termination obligations outlined in the agreement. This ensures that obligations like maintaining confidentiality and non-competition remain in effect even after a transfer.
Furthermore, the Restrictive Covenant Agreement signed by the General Manager remains in effect even after the transfer, expiration, or termination of the Franchise Agreement. This ensures continuity in protecting Degree Wellness's interests, particularly concerning confidential information and competitive activities. Degree Wellness is not obligated to enforce these agreements, but they remain binding on the parties involved.