Under what condition will Degree Wellness perform its obligations under the Franchise Agreement?
Degree_Wellness Franchise · 2025 FDDAnswer from 2025 FDD Document
If you are not in such compliance, we may, in our sole judgment, do any or all of the following until you fully correct the breach or default or Degree Wellness terminates this Agreement:
a. deny you access to the Degree Wellness website or Intranet;
b. remove your Franchised Business from the Franchised Business locator page and/or remove your interior pages, on the Degree Wellness Website;
c. remove your Franchised Business from the list of Franchised Businesses to which inquiries are referred;
d. remove your Franchised Business from the list of Franchised Businesses that are entitled to Degree Wellness-related discounts from approved vendors; and/or
e. remove your Franchised Business from the list of Franchised Businesses that are approved to participate in national or other alliance programs.
Degree Wellness may take any or all of these actions in addition to or instead of giving you notice of default and/or termination under this Agreement. You acknowledge and agree that Degree Wellness's withholding of performance services in accordance with this Section 15.4 will not constitute a breach of this Agreement and/or a defense to the enforcement by us of any provision of this Agreement, including the right to receive payment of Continuing Franchise Fees as provided in Section 6.2. You also acknowledge and agree that, should we choose to withhold performance rather than terminate this Agreement, Degree Wellness's failure to exercise its right to terminate this Agreement will in no way constitute a waiver of its subsequent right to terminate this Agreement for the specified default or for any other default or to exercise any other remedies available to us under this Agreement, at law, or in equity.
Source: Item 23 — Receipts (FDD pages 66–257)
What This Means (2025 FDD)
According to Degree Wellness's 2025 Franchise Disclosure Document, Degree Wellness may withhold certain performance obligations if a franchisee is not in full compliance with the Franchise Agreement. Specifically, Degree Wellness has the right to take actions such as denying access to the Degree Wellness website or intranet, removing the franchised business from the website's locator page, removing the business from lists for inquiry referrals or approved vendor discounts, and removing the business from national or alliance programs.
Degree Wellness clarifies that taking any or all of these actions does not constitute a breach of the Franchise Agreement on their part, nor does it provide a defense against the enforcement of any provision of the agreement by Degree Wellness, including the right to receive Continuing Franchise Fees. This means that even if Degree Wellness is withholding certain services due to a franchisee's non-compliance, the franchisee is still obligated to pay all required fees.
Furthermore, Degree Wellness's decision to withhold performance rather than terminate the agreement does not waive their right to later terminate the agreement for the same default or any other default. They can also exercise any other remedies available to them under the agreement, at law, or in equity. This clause protects Degree Wellness's interests by ensuring they can address franchisee non-compliance without losing their ability to take further action if the situation does not improve. This is a fairly standard clause in franchise agreements, allowing franchisors to maintain control over their brand and system while addressing franchisee issues.