Under what circumstances is Brain Balance not liable for damages related to the data feed?
Brain_Balance Franchise · 2025 FDDAnswer from 2025 FDD Document
- (b) LICENSOR EXPRESSLY DISCLAIMS ANY REPRESENTATIONS OR WARRANTIES WITH RESPECT TO THE CONTENT, AVAILABILITY, QUALITY OR ACCURACY OF ANY DATA FEED PURSUANT TO THIS AGREEMENT. LICENSOR SHALL NOT BE LIABLE HEREUNDER FOR ANY DAMAGES WITH RESPECT TO THE DATA FEED, INCLUDING, WITHOUT LIMITATION, ANY DAMAGES INCURRED BY LICENSEE AS A RESULT OF ANY INACCURACIES OR ANY INTERRUPTIONS IN THE DATA FEED. WITHOUT LIMITING THE FOREGOING, LICENSOR WILL HAVE NO LIABILITY TO LICENSEE FOR, RELATING TO OR ARISING FROM ANY DATA FEED CONTENT, OR THE AVAILABILITY, UNAVAILABILITY OR ANY DELAYS WITH RESPECT TO ANY DATA FEED.
- (c) LICENSOR SHALL NOT BE LIABLE IN CONTRACT, TORT, OR BREACH OF STATUTORY DUTY OR OTHERWISE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL LOSSES OR DAMAGES, INCLUDING, WITHOUT LIMITATION FOR ANY LOST PROFITS, LOSS OF GOODWILL, ECONOMIC CONSEQUENCES OR LOSS OF DATA EVEN IF LICENSOR HAS BEEN ADVISED OF OR FORESAW THE POSSIBILITY OF ANY SUCH DAMAGES.
- (d) LICENSOR'S AGGREGATE LIABILITY TO LICENSEE ARISING FROM ANY CLAIM OR CIRCUMSTANCE RELATING TO THIS AGREEMENT INCLUDING, WITHOUT LIMITATION, FOR BREACH OF ANY OBLIGATION RELATING TO THE QUALITY OR PERFORMANCE OF THE SOFTWARE, SOFTWARE MATERIALS AND/OR THE HOSTING SERVICES THAT LICENSOR MAY LAWFULLY LIMIT, IS LIMITED TO THE AMOUNT OF THE FEES PAID BY LICENSEE TO LICENSOR PURSUANT TO THIS AGREEMENT FOR THE TWELVE (12) MONTHS IMMEDIATELY PRIOR TO THE EARLIEST EVENT GIVING RISE TO LICENSOR'S LIABILITY.
Source: Item 22 — CONTRACTS (FDD pages 70–72)
What This Means (2025 FDD)
According to Brain Balance's 2025 Franchise Disclosure Document, Brain Balance explicitly disclaims any responsibility for the data feed's content, availability, quality, or accuracy. This means Brain Balance franchisees cannot hold the company liable for damages resulting from inaccuracies or interruptions in the data feed.
Specifically, Brain Balance will not be liable to franchisees for any issues relating to data feed content, availability, delays, or any other problems that may arise. This broad disclaimer protects Brain Balance from claims, even if they are related to the data feed.
Furthermore, Brain Balance is not liable for special, indirect, incidental, exemplary, or consequential losses or damages, including lost profits, loss of goodwill, economic consequences, or loss of data, even if Brain Balance was aware of the possibility of such damages. This limitation of liability is further capped at the amount of fees paid by the franchisee to Brain Balance in the twelve months prior to the event that caused the liability. This means that even in cases where liability is found, the amount Brain Balance has to pay is limited to the fees the franchisee paid over the previous year.