Does Learningrx's failure to object to a breach of the agreement by the franchisee affiliate constitute a waiver of that breach?

According to the 2025 Learningrx Franchise Disclosure Document, the franchisor's failure to object to a breach of the agreement by a franchisee affiliate does not constitute a waiver of that breach. Specifically, any failure by Learningrx to object to or take action regarding a breach of the agreement by the franchisee affiliate will not be considered a waiver of or consent to that breach, or any subsequent breaches. This means Learningrx retains the right to enforce the agreement terms even if they have previously overlooked a similar violation.

This clause is significant for prospective Learningrx franchisees because it clarifies that Learningrx's inaction on a particular breach does not set a precedent. Learningrx is not obligated to continue overlooking similar breaches in the future. This protects Learningrx's ability to enforce its franchise agreement consistently and address any violations as they see fit.

For a franchisee affiliate, this means they cannot assume that a past failure by Learningrx to enforce a specific provision of the agreement means that Learningrx has waived its right to enforce that provision in the future. Franchisee affiliates must adhere to all terms of the agreement, regardless of whether Learningrx has strictly enforced them in the past. This clause aims to prevent franchisees from claiming that Learningrx implicitly approved a certain behavior by not objecting to it previously.