Under the Amerispec Inspection Services agreement, when does the two-year limitation on claims begin?
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 the 2025 Amerispec Inspection Services Franchise Disclosure Document, any claims arising from the franchise agreement or covered disputes are subject to a two-year limitation. This means a franchisee must commence arbitration or judicial proceedings within two years from when the violation, act, omission, or conduct that led to the claim occurred. This two-year period applies regardless of when the franchisee knew or should have known about the facts giving rise to the claim.
However, there are exceptions to this two-year limitation for Amerispec Inspection Services. Claims relating to third-party claims against the company, enforcement of intellectual property rights, franchisee non-payment, confidentiality and covenant obligations, post-termination obligations, and agreement assignments are not subject to this limitation. These types of claims can be brought at any time by the company against the franchisee.
This clause has significant implications for a prospective Amerispec Inspection Services franchisee. It is crucial to be aware of the two-year limitation on claims and to act promptly if a dispute arises. Franchisees should consult with an attorney to understand their rights and obligations under the franchise agreement and to ensure that any potential claims are filed within the applicable time frame. The exceptions to this limitation also highlight areas where the franchisor retains broader rights to bring claims against the franchisee, even after an extended period.