According to the Fly Fitness agreement, what is the extent of the invalidity of a provision?
Fly_Fitness Franchise · 2024 FDDAnswer from 2024 FDD Document
- 11.3 Invalidity of Part of Agreement. Should any provisions in this Agreement, for any reason, be declared invalid, then such provision shall be invalid only to the extent of the
- prohibition without in any way invalidating or altering any other provision of this Agreement.
Source: Item 23 — RECEIPT (FDD pages 45–182)
What This Means (2024 FDD)
According to Fly Fitness's 2024 Franchise Disclosure Document, should any provision within the agreement be declared invalid, such provision will only be considered invalid to the extent of the prohibition. This means that the rest of the agreement remains in effect.
In practical terms, this clause ensures that if a single part of the franchise agreement is found to be unenforceable or illegal, it doesn't nullify the entire contract. For example, if a specific clause regarding marketing contributions is deemed invalid, the rest of the agreement, covering aspects like operational standards, intellectual property, and dispute resolution, would still be binding.
This approach is fairly standard in franchise agreements, as it protects both Fly Fitness and the franchisee from having the entire agreement thrown out due to a problem with one specific section. It allows for problematic clauses to be addressed and potentially renegotiated or severed, while maintaining the overall business relationship defined by the contract.