Can Dermani Medspa waive its right to demand exact compliance with every term of the agreement?
Dermani_Medspa Franchise · 2025 FDDAnswer from 2025 FDD Document
- 12.2.1. We and you may by written instrument unilaterally waive or reduce any obligation of or restriction upon the other under this Agreement, effective upon delivery of written notice to the other or another effective date stated in the notice of waiver. Any waiver granted will be without prejudice to any other rights we or you have, will be subject to continuing review, and may be revoked at any time and for any reason effective upon delivery of ten (10) days' prior written notice.
- 12.2.2. We and you will not waive or impair any right, power, or option this Agreement reserves (including, without limitation, our right to demand exact compliance with every term, condition, and covenant or to declare any breach to be a default and to terminate this Agreement before its term expires) because of any custom or practice at variance with this Agreement's terms; our or your failure, refusal, or neglect to exercise any right under this Agreement or to insist upon the other's compliance with this Agreement, including any System Standard; our waiver of or failure to exercise any right, power, or option, whether of the same, similar, or different nature, with other Franchised Businesses and Medspas; the existence of franchise agreements for other Franchised Businesses which contain provisions different from those contained in this Agreement; or our acceptance of any payments due from you after
Source: Item 23 — RECEIPTS (FDD pages 66–311)
What This Means (2025 FDD)
According to Dermani Medspa's 2025 Franchise Disclosure Document, Dermani Medspa retains the right to demand strict adherence to all terms of the franchise agreement. However, Dermani Medspa can choose to waive or reduce any obligation or restriction imposed on the franchisee through a written instrument. This waiver becomes effective upon delivery of written notice or on another date specified in the waiver notice.
Even if Dermani Medspa waives a specific obligation, this waiver does not compromise any other rights they possess. The waiver is subject to ongoing review and can be revoked at any time, for any reason. Dermani Medspa must provide ten days' prior written notice before revoking a waiver.
The franchise agreement specifies that Dermani Medspa's failure to enforce any right or insist on compliance does not constitute a waiver of their rights. This includes the right to demand exact compliance with all terms, conditions, and covenants, or to declare any breach a default leading to termination. This clause protects Dermani Medspa's ability to enforce the franchise agreement strictly, regardless of past leniency or variations in practice.