What information must a notice from a Carls Jr. franchisee contain to be considered binding?
Carls_Jr Franchise · 2025 FDDAnswer from 2025 FDD Document
If the performance of any obligation by any party under this Agreement is prevented, hindered or delayed by reason of Force Majeure, which cannot be overcome by reasonable commercial measures, the parties shall be relieved of their respective obligations (to the extent that the parties, having exercised best efforts, are prevented, hindered or delayed in such performance) during the period of such Force Majeure. The party whose performance is affected by an event of Force Majeure shall give prompt written notice of such Force Majeure event to the other party by setting forth the nature thereof and an estimate as to its duration. Notwithstanding the foregoing, nothing in this Section shall permit or excuse any delay or failure to remit any payment due the other party on the due date.
20. ENTIRE AGREEMENT
CJR and Developer acknowledge that each element of this Agreement is essential and material and that, except as otherwise provided in this Agreement, the parties shall deal with each other in good faith. This Agreement, the Development Guide, the documents referred to herein, and the attachments hereto, constitute the entire, full and complete agreement between the parties concerning Developer's rights in the Development Territory and CJR's acceptance of sites for Franchised Restaurants, and supersede any and all prior or contemporaneous negotiations, discussions, understandings or agreements. There are no other representations, inducements, promises, agreements, arrangements, or undertakings, oral or written, between the parties relating to the matters covered by this Agreement other than those set forth in this Agreement and in the attachments. No obligations or duties that contradict or are inconsistent with the express terms of this Agreement may be implied into this Agreement. Except as expressly set forth herein, no amendment, change or variance from this Agreement shall be b
Source: Item 23 — RECEIPTS (FDD pages 76–364)
What This Means (2025 FDD)
Based on the 2025 Franchise Disclosure Document, a notice from a Carls Jr. franchisee regarding a Force Majeure event must be in writing and delivered promptly to the other party. The notice must detail the nature of the Force Majeure event and provide an estimate of its duration.
According to the agreement, a Force Majeure event is defined as an event that prevents, hinders, or delays the performance of any obligation under the agreement and cannot be overcome by reasonable commercial measures. Examples of such events are not provided in the excerpt.
It's important to note that while a Force Majeure event may relieve parties of their obligations during the event's duration, it does not excuse any delay or failure to remit payments due to the other party. This means that even if a Carls Jr. franchisee experiences a Force Majeure event, they are still obligated to make any payments due to Carls Jr. on the due date.
Furthermore, the entire agreement between Carls Jr. and the developer is considered essential and material. No changes or variances from the agreement are binding unless expressly set forth in the agreement itself.