Besides a written agreement signed by both parties, what are the exceptions to the modification clause in the Mrcool franchise agreement?
Mrcool Franchise · 2025 FDDAnswer from 2025 FDD Document
| r. Non-competition covenants after the franchise is terminated or expires | 6, 17.E. | No involvement, ownership or interest whatsoever for 24 months in any competing business in: your Designated Territory; a 25-mile radius of your Designated Territory; a 10-mile radius of the Designated Territory of any other Center; and you must comply with confidentiality, non- disclosure and non-solicitation covenants. |
|---|---|---|
| s. Modification of the agreement | 18.L. | Requires writing signed by you and us, except for unilateral changes that we may make to the Manuals or our unilateral reduction of the scope of a restrictive covenant that we may make in our discretion. |
Source: Item 17 — RENEWAL, TERMINATION, TRANSFER AND DISPUTE RESOLUTION (FDD pages 43–50)
What This Means (2025 FDD)
According to Mrcool's 2025 Franchise Disclosure Document, the franchise agreement requires a written agreement signed by both the franchisee and Mrcool to be modified. However, there are exceptions to this rule. Mrcool can unilaterally make changes to the manuals. Mrcool can also unilaterally reduce the scope of a restrictive covenant at its discretion, without requiring a signed agreement from the franchisee.
This means that Mrcool franchisees must adhere to the most current version of the manuals, even if they did not explicitly agree to the changes in writing. These manuals typically cover the day-to-day operations of the franchise, so it is important that franchisees stay up-to-date with any revisions.
Additionally, Mrcool retains the right to reduce the scope of restrictive covenants, such as non-compete agreements, without needing the franchisee's written consent. This could potentially benefit a franchisee if Mrcool decides to narrow the restrictions, but it also highlights the franchisor's power to alter certain terms of the agreement unilaterally.