Under the Bigfoot Forestry agreement, what constitutes an event of Force Majeure?
Bigfoot_Forestry Franchise · 2025 FDDAnswer from 2025 FDD Document
"Force Majeure" means acts or circumstances that are beyond a party's control, including fire, storm, flood, earthquake, explosion or accident, acts of war or terrorism, rebellion, insurrection, sabotage, epidemic, failures or delays of transportation and strikes, provided that: (a) the non-performing party promptly notifies the other party of the Force Majeure event; (b) the non-performing party is without fault and the delay or failure could not have been prevented by reasonable precautions by the non-performing party; (c) nothing herein shall excuse or permit any delay or failure to pay fees or other amounts owed on the applicable due date; (d) insolvency, lack of required funds or financing, currency fluctuations, currency devaluations, foreign exchange controls or inflation shall never be deemed Force Majeure; and (e) an epidemic or pandemic of a contagious illness or disease, or economic or financial changes caused by an epidemic or pandemic of a contagious illness or disease, shall never be deemed Force Majeure except to the extent a Governmental Authority mandates closure (or prevents the opening) of the Bigfoot Forestry Business as a result of such epidemic or pandemic.
Source: Item 23 — RECEIPT (FDD pages 42–162)
What This Means (2025 FDD)
According to Bigfoot Forestry's 2025 Franchise Disclosure Document, Force Majeure events are defined as acts or circumstances beyond a party's control. These include events such as fire, storms, floods, earthquakes, explosions, accidents, acts of war or terrorism, rebellion, insurrection, sabotage, epidemics, transportation failures or delays, and strikes.
However, to qualify as Force Majeure under the Bigfoot Forestry agreement, several conditions must be met. First, the non-performing party must promptly notify the other party of the event. Second, the delay or failure must be unavoidable, even with reasonable precautions. Critically, the definition explicitly excludes certain situations. Insolvency, lack of funds or financing, currency fluctuations, devaluations, foreign exchange controls, or inflation are never considered Force Majeure.
Furthermore, epidemics or pandemics and their resulting economic or financial changes are generally not considered Force Majeure unless a Governmental Authority mandates the closure (or prevents the opening) of the Bigfoot Forestry Business. This means that a general economic downturn caused by a pandemic would not excuse a franchisee's obligations unless the government specifically orders the business to shut down. Franchisees should be aware that the burden of proving a Force Majeure event rests on them, and the definition is fairly narrow, particularly regarding financial and health-related crises.