What is the Belocal franchisee's obligation to give prompt notice of a Force Majeure event?
Belocal Franchise · 2025 FDDAnswer from 2025 FDD Document
Upon the occurrence of a Force Majeure Event (as defined below), the party affected thereby must give prompt notice thereof to the other party, together with a description of the event, the duration for which the party expects its ability to comply with the provisions of the Agreement to be affected, and a plan for resuming operation under the Agreement, which the party must promptly undertake and maintain with due diligence.
Such affected party shall be liable for failure to give timely notice only to the extent of damage actually caused.
Except as provided in this Section 15.D., neither party shall be held liable for a failure to comply with any terms and conditions of this Agreement when such
failure is caused by an event of Force Majeure. "Force Majeure Event" shall mean any act of God, war, riot, embargo, act of terrorism or sabotage, electronic viruses, fire flood, earthquake, or other unforeseeable circumstance or unavoidable event which is beyond the control of the party invoking this clause and which renders such party completely incapable of performing its obligations under this Agreement.
Source: Item 22 — CONTRACTS (FDD page 71)
What This Means (2025 FDD)
According to Belocal's 2025 Franchise Disclosure Document, if a Force Majeure Event occurs, the affected party, whether it's the franchisee or franchisor, must promptly notify the other party. This notice must include a description of the event, how long the party anticipates the event will affect their ability to comply with the franchise agreement, and a plan for resuming operations under the agreement. The affected party is then obligated to promptly undertake and maintain this plan with due diligence.
Belocal defines a "Force Majeure Event" as an unforeseeable and unavoidable event beyond the party's control that renders them completely incapable of performing their obligations. Examples include acts of God, war, riots, embargoes, acts of terrorism or sabotage, electronic viruses, fire, flood, and earthquakes.
The agreement specifies that the affected party will only be liable for failing to give timely notice to the extent that the delay actually causes damage. This clause aims to protect both Belocal and its franchisees from liabilities resulting from circumstances outside their control, provided they communicate the issues promptly and diligently work towards resuming normal operations.