Does the Belocal agreement specify that the Franchisor would be irreparably injured in the event of a breach?
Belocal Franchise · 2025 FDDAnswer from 2025 FDD Document
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- (C) In the event of a breach of this Agreement, Franchisor would be irreparably injured and without an adequate remedy at law and, therefore, upon any such breach or attempted breach of any provision hereof, Franchisor shall be entitled, in addition to any other remedies which it may have at law or in equity, to a temporary and/or permanent injunction and a decree for the specific performance of the terms of this Agreement, without the necessity of showing actual or threatened harm and without being required to furnish a bond or other security. The time periods relating to the obligations described in this Agreement will be tolled during any period of noncompliance.
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- Covenantor agrees to pay all expenses (including court costs and reasonable attorneys' fees and costs) incurred by Franchisor in enforcing this Agreement.
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- Any failure by Franchisor to object to or take action with respect to any breach of any provision of this Agreement by Covenantor will not operate or be construed as a waiver of or consent to that breach or any subsequent breach by Covenantor.
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- THIS AGREEMENT WILL BE GOVERNED BY AND CONSTRUED AND ENFORCED IN ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS, WITHOUT REFERENCE TO TEXAS CONFLICT OF LAW PRINCIPLES. COVENANTOR HEREBY IRREVOCABLY SUBMITS HIMSELF OR HERSELF TO THE JURISDICTION OF THE STATE AND FEDERAL DISTRICT COURTS LOCATED IN THE STATE, COUNTY, OR JUDICIAL DISTRICT IN WHICH FRANCHISOR'S PRINCIPAL PLACE OF BUSINESS IS LOCATED. COVENANTOR HEREBY WAIVES ALL QUESTIONS OF PERSONAL JURISDICTION OR VENUE FOR THE PURPOSE OF CARRYING OUT THIS PROVISION. COVENANTOR HEREBY AGREES THAT SERVICE OF PROCESS MAY BE MADE UPON HIM OR HER IN ANY PROCEEDING RELATING TO OR ARISING UNDER THIS AGREEMENT OR THE RELATIONSHIP CREATED BY THIS AGREEMENT BY ANY MEANS ALLOWED BY TEXAS OR FEDERAL LAW.
Source: Item 22 — CONTRACTS (FDD page 71)
What This Means (2025 FDD)
According to Belocal's 2025 Franchise Disclosure Document, the agreement specifies conditions under which the franchisor would be irreparably injured in the event of a breach. Specifically, in the event of a breach of the agreement, Belocal would be irreparably injured and without an adequate remedy at law. Therefore, upon any such breach or attempted breach of any provision, Belocal is entitled to a temporary and/or permanent injunction and a decree for the specific performance of the terms of the agreement. This is without the necessity of showing actual or threatened harm and without being required to furnish a bond or other security.
Additionally, the Franchisee and Principals agree that the obligations regarding confidentiality, non-compete, and non-solicitation are necessary and reasonable to protect Belocal. They expressly agree that monetary damages would be inadequate to compensate Belocal for any breach of these covenants. Therefore, any violation or threatened violation will cause irreparable injury to Belocal, for which no adequate remedy at law may be available. In addition to any other remedies, Belocal is entitled to obtain injunctive relief and specific performance against the Franchisee and/or Principals for any threatened breach, without proof of actual damages and without posting any bond.
These clauses are common in franchise agreements. They aim to protect the franchisor's brand, trade secrets, and business model. The franchisee also agrees to pay all court costs and reasonable attorneys' fees incurred by Belocal in connection with the enforcement of these sections, including costs for obtaining injunctive relief or any other remedy available to Belocal for any violation of the requirements.