How does Eos Worldwide define 'Good Industry Practice' within its franchise agreement?
Eos_Worldwide Franchise · 2025 FDDAnswer from 2025 FDD Document
(b) Subject to applicable law, whenever in this Agreement we are permitted or
required to act, make a decision or determination, or provide an approval or consent (i) in our "good faith determination", "good faith discretion", "determination in good faith", "reasonable determination", "reasonable discretion", "acting reasonably" or under another express reasonableness type standard, then we will act under such standard exercising our reasonable business judgment; and (ii) in our "determination", "sole determination", "discretion" or "sole discretion", then we make decisions in our sole determination considering such interests and factors as we deem appropriate. Our decisions or actions will be deemed to be the result of reasonable business judgment, even if other reasonable or even arguably preferable alternatives are available, if our decision or action is intended, in whole or significant part, to promote or benefit the EOS Franchise System generally even if the decision or action also promotes our interests. In either case, we may make determinations or exercise our discretion differently due to varying circumstances.
Source: Item 23 — RECEIPTS (FDD pages 74–246)
What This Means (2025 FDD)
Based on the 2025 Eos Worldwide Franchise Disclosure Document, the agreement outlines standards that apply when Eos Worldwide is permitted or required to act, make decisions, or provide approvals. Specifically, when the terms "good faith determination", "good faith discretion", "determination in good faith", "reasonable determination", "reasonable discretion", or "acting reasonably" are used, Eos Worldwide will act under such standard exercising their reasonable business judgment.
In situations where the terms "determination", "sole determination", "discretion" or "sole discretion" are used, Eos Worldwide will make decisions in its sole determination considering such interests and factors as they deem appropriate. The document clarifies that decisions or actions will be considered the result of reasonable business judgment, even if other alternatives exist, provided the decision is intended to promote or benefit the Eos Worldwide Franchise System generally, even if it also benefits Eos Worldwide's interests.
The FDD notes that Eos Worldwide may make determinations or exercise its discretion differently based on varying circumstances. This means that a franchisee can expect Eos Worldwide to apply a reasonableness standard when the agreement explicitly requires it, but otherwise, Eos Worldwide retains broad discretion in its decision-making, as long as it benefits the overall franchise system.