Under what circumstances is TMC liable to a Circle K purchaser for damages related to the agreement?

According to Circle K's 2025 Franchise Disclosure Document, TMC Franchise Corporation (TMC) has limited liability to the Circle K purchaser. Specifically, TMC is not responsible or liable to the purchaser for any losses or damages resulting from downtime of the TMC Network, the equipment, or any associated terminals due to repair, maintenance, or failure of connections related to the TMC Network. This waiver of liability is a standard practice in many franchise agreements, where the franchisor seeks to limit its exposure to potential disruptions in service or equipment functionality.

This means that if a Circle K franchisee experiences a loss of business or incurs damages because the point-of-sale system goes down for maintenance, or if there are issues with the network connection, the franchisee cannot hold TMC liable for those losses. The franchisee bears the risk of such disruptions, which could impact their ability to process transactions and manage their store effectively. This underscores the importance of having contingency plans in place to mitigate the impact of potential system outages or equipment failures.

It is important for prospective Circle K franchisees to understand this limitation of liability and to factor it into their business planning. Franchisees should consider obtaining business interruption insurance to protect themselves against potential losses due to downtime. Additionally, franchisees may want to inquire about the reliability of the TMC Network and the equipment, as well as the availability of technical support in the event of a system failure. Understanding these limitations and taking proactive steps to mitigate the associated risks is crucial for the success of a Circle K franchise.