Under what condition will Healthsource Chiropractic perform its obligations under the franchise agreement?
Healthsource_Chiropractic Franchise · 2025 FDDAnswer from 2025 FDD Document
- 15.4 Withholding of Performance. HealthSource Chiropractic will perform its obligations under this Agreement if you are in full compliance with all or your duties and obligations to HealthSource Chiropractic under this Agreement and the Operations Manual (including any documents incorporated therein). If you are not in such compliance, we may, in our sole judgment, do any or all of the following until you fully correct the breach or default or HealthSource Chiropractic terminates this Agreement:
- a. deny you access to the HealthSource Chiropractic website or Intranet;
- b. remove your Franchised Business from the Franchised Business locator page and/or remove your interior pages, on the HealthSource Chiropractic Website;
- c. remove your Franchised Business from the list of Franchised Businesses to which inquiries are referred;
- d. remove your Franchised Business from the list of Franchised Businesses that are entitled to HealthSource Chiropractic-related discounts from approved vendors; and/or
- e. remove your Franchised Business from the list of Franchised Businesses that are approved to participate in national or other alliance programs.
HealthSource Chiropractic may take any or all of these actions in addition to or instead of giving you notice of default and/or termination under this Agreement. You acknowledge and agree that HealthSource Chiropractic's withholding of performance services in accordance with this Section 15.4 will not constitute a breach of this Agreement and/or a defense to the enforcement by us of any provision of this Agreement, including the right to receive payment of Continuing Franchise Fees as provided in Section 6.2. You also acknowledge and agree that, should we choose to withhold performance rather than terminate this Agreement, HealthSource Chiropractic's failure to exercise its right to terminate this Agreement will in no way constitute a waiver of its subsequent right to terminate this Agreement for the specified default or for any other default or to exercise any other remedies available to us under this Agreement, at law, or in equity.
Source: Item 23 — Receipts (FDD pages 77–282)
What This Means (2025 FDD)
According to the 2025 HealthSource Chiropractic Franchise Disclosure Document, HealthSource Chiropractic will only perform its obligations under the franchise agreement if the franchisee is in full compliance with all duties and obligations to HealthSource Chiropractic. This includes compliance with the franchise agreement itself and the operations manual, along with any documents incorporated within.
If a franchisee fails to maintain full compliance, HealthSource Chiropractic has the right to take several actions, at its discretion, until the breach or default is corrected, or the agreement is terminated. These actions include denying access to the HealthSource Chiropractic website or intranet, removing the franchised business from the business locator page on the HealthSource Chiropractic website, removing the franchised business from referral lists, removing the franchised business from lists for vendor discounts, and removing the franchised business from national or alliance programs.
HealthSource Chiropractic clarifies that taking any of these actions does not constitute a breach of the agreement. The franchisor is still entitled to receive payment of continuing franchise fees. Furthermore, if HealthSource Chiropractic chooses to withhold performance rather than terminate the agreement, it does not waive its right to terminate the agreement later for the same or any other default, or to exercise any other available remedies.
This clause highlights the importance of strict adherence to the franchise agreement and operations manual. A prospective franchisee should carefully review these documents to fully understand their obligations and the potential consequences of non-compliance. It is also important to note that HealthSource Chiropractic retains significant discretion in determining whether a franchisee is in full compliance and in choosing which actions to take in response to a breach or default.