Will CDI (Chem Dry) be liable for events beyond CDI's reasonable control?

According to Chem Dry's 2024 Franchise Disclosure Document, Chem Dry will not be liable for events beyond its reasonable control. Specifically, Chem Dry will not be liable for access delays or access interruptions to the Chem Dry site or websites accessed through the Chem Dry service; content non-delivery, mis-delivery, corruption, destruction, or other modification. This means that if a Chem Dry franchisee experiences business interruptions or data issues due to circumstances outside of Chem Dry's direct control, the franchisee cannot hold Chem Dry liable for any resulting damages or losses.

This limitation of liability is further reinforced by the agreement stating that any delay or failure of either party to perform its obligations will be excused if caused by an extraordinary event beyond the nonperforming party's control, such as acts of God, fires, floods, windstorms, explosions, natural disasters, wars, sabotage, and terrorism. However, raw material or labor shortages are explicitly excluded from being considered force majeure events. The franchisee must provide written notice of any anticipated delays in performance, including the anticipated duration of the delay, within 24 hours of the force majeure event.

This clause is common in franchise agreements to protect the franchisor from unforeseen circumstances that could disrupt the business. However, it places the risk of such events squarely on the franchisee. A prospective Chem Dry franchisee should carefully consider this provision and evaluate their ability to manage and mitigate risks associated with events beyond Chem Dry's control, such as natural disasters or other force majeure events. It would be prudent to discuss with Chem Dry what types of insurance coverage or contingency plans they recommend to address such potential disruptions.