Does a waiver by either party in the Management Recruiters Franchise Agreement affect their right to future review?
Management_Recruiters Franchise · 2024 FDDAnswer from 2024 FDD Document
- 22.2. Waiver. Franchisor or Franchisee may unilaterally waive or reduce any obligation of or restriction upon the other only by a signed written instrument. Such waiver shall take effect upon delivery of the instrument to the other or such other date stated in the instrument. Any waiver shall be without prejudice to the waiving party's other rights and shall be subject to continuing review.
- 22.3. Nonwaiver. Franchisor and Franchisee shall not be deemed to waive or impair the right to demand strict compliance with every term, condition and covenant in this Agreement, or to declare any breach to be a default and to terminate this Agreement prior to its expiration, or any other right, power or option reserved in this Agreement, by virtue of:
- any custom or practice of the parties that varies from this Agreement's terms;
Source: Item 23 — RECEIPTS (FDD pages 67–327)
What This Means (2024 FDD)
According to Management Recruiters' 2024 Franchise Disclosure Document, both Management Recruiters as the franchisor and the franchisee have the ability to waive or reduce obligations or restrictions upon the other party. However, such waivers must be documented in a signed written instrument and delivered to the other party, taking effect upon delivery or another specified date.
Importantly, any waiver provided is explicitly stated to be "without prejudice to the waiving party's other rights and shall be subject to continuing review." This means that even if either Management Recruiters or the franchisee waives a specific right or obligation, they do not forfeit their other rights under the agreement. Furthermore, the waiver is subject to ongoing review, suggesting that the waiving party can reassess the waiver's impact and potentially reinstate the original terms.
Additionally, the Management Recruiters Franchise Agreement states that neither the franchisor nor the franchisee will be deemed to have waived or impaired their right to demand strict compliance with every term, condition, and covenant in the agreement. This also applies to the right to declare any breach a default and terminate the agreement, or any other right, power, or option reserved in the agreement. This protection exists regardless of any custom or practice of the parties that varies from the agreement's terms.