What is the time limit for initiating a legal proceeding related to the Body20 agreement or relationship, excluding specific claims by Body20?
Body20 Franchise · 2025 FDDAnswer from 2025 FDD Document
Any and all claims arising out of or relating to this agreement or our relationship with you will be barred unless a legal proceeding is commenced in the proper forum within one year from the date on which the party asserting the claim knew or should have known of the facts giving rise to the claim, except for the following claims by us against you related to (i) any of your financial obligations (including the underpayment of any fees), (ii) the indemnity in Section 11 (Indemnification), (iii) your use of the Marks, (iv) your obligations under Section 10 (Proprietary Information) or Section 12 (Noncompete Covenants) of this Agreement, or (v) a Transfer.
For the avoidance of doubt, the claims by us against you enumerated in (i) to (v) may be brought at any time.
Source: Item 23 — RECEIPT (FDD pages 74–251)
What This Means (2025 FDD)
According to Body20's 2025 Franchise Disclosure Document, franchisees have a one-year time limit to commence legal proceedings for any claims arising out of or relating to the franchise agreement or the relationship with Body20. This one-year period begins from the date the party asserting the claim knew or should have known about the facts that led to the claim.
However, there are exceptions to this limitation for specific claims Body20 may bring against the franchisee. These include claims related to the franchisee's financial obligations (such as underpayment of fees), indemnification obligations, the franchisee's use of Body20's Marks, obligations regarding proprietary information, noncompete covenants, or issues related to a transfer of the franchise. Body20 is not subject to the one-year limitation for these specific types of claims and can bring them at any time.
This limitation of claims clause is a significant factor for prospective franchisees to consider. The one-year period is relatively short compared to typical statutes of limitations for contract disputes, which can range from two to six years depending on the jurisdiction. Franchisees need to be diligent in identifying and pursuing any potential claims against Body20 within this limited timeframe. The exceptions carved out for Body20's claims also create an imbalance, potentially favoring the franchisor in legal disputes.