Does the two-year limitation on claims for Amerispec Inspection Services apply to post-termination obligations?
Amerispec_Inspection_Services Franchise · 2025 FDDAnswer from 2025 FDD Document
- 21.6 **TWO-YEAR LIMITATION ON CLAIMS.
ANY AND ALL CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT OR COVERED DISPUTES WILL BE BARRED UNLESS AN ARBITRATION OR JUDICIAL PROCEEDING IS COMMENCED IN THE PROPER FORUM WITHIN TWO YEARS FROM THE DATE ON WHICH THE VIOLATION, ACT, OMISSION, OR CONDUCT GIVING RISE TO THE CLAIM OCCURS, REGARDLESS OF WHEN THE PARTY ASSERTING THE CLAIM KNEW OR SHOULD HAVE KNOWN OF THE FACTS GIVING RISE TO THE CLAIM**, except for claims (which may be brought by any Company Related Party against any Franchisee Related Party at any time): (a) relating to third-party claims or suits brought against any Company Related Party as a result of the operation of the Franchised Business; (b) relating to the enforcement of any intellectual property rights of any Company Related Party; (c) relating to the Franchisee's non-payment or underpayment of amounts owed to a Company Related Party; (d) concerning the obligations of any Franchisee Related Party under Paragraph 14 (Confidentiality and Improvements by the Franchisee) or Paragraph 15 (Covenants) of this Agreement; (e) related to the non-compliance of any Franchisee Related Parties with any post-termination obligations under this Agreement; and (f) regarding an assignment of this Agreement or any ownership interest therein.
Source: Item 23 — Receipts (FDD pages 47–172)
What This Means (2025 FDD)
According to Amerispec Inspection Services's 2025 Franchise Disclosure Document, there is a two-year limitation on claims, but it does not apply to non-compliance with post-termination obligations. Any and all claims arising out of or relating to the Franchise Agreement will be barred unless an arbitration or judicial proceeding is commenced within two years from the date the violation occurred.
However, this two-year limitation does not apply to claims related to the non-compliance of any Franchisee Related Parties with any post-termination obligations under the Franchise Agreement. This means that Amerispec Inspection Services can pursue claims against a franchisee who fails to meet their obligations even after the franchise agreement has been terminated, and there is no two-year limitation for these claims.
For a prospective franchisee, this is an important consideration. While most claims have a two-year limit, Amerispec Inspection Services retains the right to pursue legal action indefinitely for violations of post-termination obligations. Franchisees should ensure they understand and comply with all post-termination obligations outlined in the agreement to avoid potential legal issues.