Under what condition can either party immediately terminate the Degree Wellness agreement?
Degree_Wellness Franchise · 2025 FDDAnswer from 2025 FDD Document
- 12.2 This Agreement may be terminated by either Party (a) in its sole and absolute discretion upon sixty (60) days' written notice to the other Party, or (b) immediately by written notice to the other Party if such Party reasonably believes, based upon an opinion of qualified legal counsel, that this Agreement is in violation of applicable law; provided, however, that the Parties will negotiate in good faith to amend the Agreement to comply with all such applicable law while still achieving the primary purposes hereof, or (c) immediately by written notice to the other Party upon termination of the Franchise Agreement.
Source: Item 20 — OUTLETS AND FRANCHISEE INFORMATION (FDD pages 63–66)
What This Means (2025 FDD)
According to Degree Wellness's 2025 Franchise Disclosure Document, either party can terminate the agreement immediately by providing written notice to the other party under specific conditions. One such condition is if either party reasonably believes, based on the opinion of qualified legal counsel, that the agreement violates applicable law. However, both parties are expected to negotiate in good faith to amend the agreement to comply with the law while still achieving its primary objectives. Another condition that allows for immediate termination is the termination of the Franchise Agreement itself.
This means that a Degree Wellness franchisee or the Management Company can end the agreement swiftly if legal counsel advises that the agreement is unlawful, but there is an expectation to first attempt to resolve the legal issues through negotiation. The immediate termination clause provides a safeguard for both parties in case of unforeseen legal conflicts that could jeopardize the business relationship.
It is important for a prospective Degree Wellness franchisee to understand the implications of these termination clauses. While the clause offers protection against legal issues, it also introduces the possibility of abrupt termination if a resolution cannot be reached. Franchisees should consult with their own legal counsel to fully understand their rights and obligations under the agreement, particularly regarding termination conditions and the requirement to negotiate in good faith.