Can the Developer waive a breach of the Hawaiian Bros Island Grill agreement by the Developer's Associate?
Hawaiian_Bros_Island_Grill Franchise · 2025 FDDAnswer from 2025 FDD Document
- (f) DEVELOPER ACKNOWLEDGES AND AFFIRMS THAT NEITHER DEVELOPER NOR ANY OF ITS PRINCIPALS HAVE MADE ANY UNTRUE STATEMENT OF ANY MATERIAL FACT OR OMITTED TO STATE ANY MATERIAL FACT IN ITS APPLICATION OR ANY OTHER WRITTEN INFORMATION IN OBTAINING THE RIGHTS GRANTED HEREUNDER. NEITHER DEVELOPER NOR ANY OF ITS PRINCIPALS HAS ANY DIRECT OR INDIRECT LEGAL OR BENEFICIAL INTEREST IN ANY BUSINESS THAT MAY BE DEEMED A COMPETITIVE BUSINESS, EXCEPT AS OTHERWISE COMPLETELY AND ACCURATELY DISCLOSED IN DEVELOPER'S APPLICATION. THE EXECUTION AND PERFORMANCE OF THIS AGREEMENT WILL NOT VIOLATE ANY OTHER AGREEMENT TO WHICH DEVELOPER OR ANY OF ITS PRINCIPALS MAY BE BOUND. DEVELOPER RECOGNIZES THAT COMPANY HAS EXECUTED THIS AGREEMENT IN RELIANCE ON ALL OF THE STATEMENTS DEVELOPER AND ITS PRINCIPALS HAVE MADE IN THE APPLICATION AND ANY OTHER WRITTEN INFORMATION.
Source: Item 23 — RECEIPTS (FDD pages 77–262)
What This Means (2025 FDD)
Based on the 2025 Franchise Disclosure Document, the Developer for Hawaiian Bros Island Grill acknowledges that they have not made any false statements or omitted any material facts in their application for the rights granted under the agreement. The Developer also affirms that neither they nor their principals have any undisclosed interests in competitive businesses and that fulfilling the agreement will not violate any other agreements they are bound by. Hawaiian Bros Island Grill relies on the accuracy of these statements when entering into the agreement with the Developer.
This acknowledgment is crucial because it establishes a legal basis for Hawaiian Bros Island Grill to hold the Developer accountable for the information provided during the application process. If the Developer breaches the agreement, the franchisor can take action based on the representations made. This section emphasizes the importance of honesty and transparency in the application process.
However, the FDD excerpt does not explicitly address whether Hawaiian Bros Island Grill can waive a breach of the agreement by the Developer's associate. The document outlines the Developer's responsibilities and acknowledgments but remains silent on the franchisor's ability to waive breaches committed by the Developer's associates. A prospective franchisee should seek clarification from the franchisor regarding the conditions under which breaches can be waived and who has the authority to make such waivers.