What is the Belocal franchisee's obligation to maintain the plan for resuming operation under the Agreement with due diligence after 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, in the event of a Force Majeure, the affected party, whether it be Belocal or the franchisee, must promptly notify the other party. This notification must include a description of the event, the expected duration of its impact on the party's ability to comply with the agreement, and a plan for resuming operations under the agreement.
The franchisee is obligated to promptly undertake and maintain this resumption plan with due diligence. This means the franchisee must actively work to restore operations as quickly and efficiently as possible, given the circumstances of the Force Majeure event. The FDD defines "Force Majeure Event" as events beyond the party's control, such as acts of God, war, riots, embargoes, acts of terrorism or sabotage, electronic viruses, fire, flood, earthquake, or other unforeseeable circumstances that render the party completely incapable of performing its obligations.
The franchisee will only be liable for failing to provide timely notice of a Force Majeure event to the extent of the actual damage caused by the delay. Except for this notification requirement, neither Belocal nor the franchisee will be held liable for failing to comply with the agreement's terms and conditions if the failure is caused by a Force Majeure Event. This clause provides a degree of protection for both parties in extraordinary circumstances, while still requiring the franchisee to act responsibly in mitigating the impact of such events on their Belocal franchise.