Will Focalpoint Coaching's failure to insist on compliance with System Standards waive its right to do so in the future?
Focalpoint_Coaching Franchise · 2025 FDDAnswer from 2025 FDD Document
Franchisor and Franchisee will not waive or impair any right, power, or option this Agreement reserves (including, without limitation, Franchisor's 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; Franchisor's or Franchisee's failure, refusal, or neglect to exercise any right under this Agreement or to insist upon the other's compliance with this Agreement, including, without limitation, any System Standard; Franchisor's waiver of or failure to exercise any right, power, or option, whether of the same, similar, or different nature, with other FocalPoint Franchised Businesses; the existence of franchise agreements for other FocalPoint Franchised Businesses which contain provisions different from those contained in this Agreement; or Franchisor's acceptance of any payments due from Franchisee after any breach of this Agreement.
Source: Item 22 — Contracts (FDD pages 56–57)
What This Means (2025 FDD)
According to Focalpoint Coaching's 2025 Franchise Disclosure Document, Focalpoint Coaching's failure to enforce strict compliance with the franchise agreement or System Standards does not constitute a waiver of its rights to do so in the future. This means that even if Focalpoint Coaching has not consistently enforced every term, condition, and covenant of the agreement, it retains the right to demand exact compliance at any time. This protects Focalpoint Coaching's ability to maintain System Standards and protect its brand.
This provision also clarifies that the existence of different franchise agreements with other Focalpoint Coaching franchisees does not affect the enforceability of the agreement with an individual franchisee. Similarly, Focalpoint Coaching's acceptance of payments from a franchisee after a breach of the agreement does not waive its right to take action regarding that breach. This ensures that Focalpoint Coaching can address breaches of the agreement without jeopardizing its right to enforce the agreement in the future.
For a prospective Focalpoint Coaching franchisee, this means that they cannot rely on past leniency or inconsistent enforcement as a defense against future enforcement actions. They must adhere to all System Standards and contractual obligations, regardless of whether Focalpoint Coaching has strictly enforced them in the past. This clause is common in franchise agreements to protect the franchisor's rights and maintain uniformity within the franchise system.