Under what circumstances will neither party be held liable or responsible to the other under the Coffee News agreement?

According to the 2025 Coffee News Franchise Disclosure Document, neither party will be held liable for nonperformance if that performance is rendered impossible due to specific, uncontrollable circumstances. These circumstances include events such as strikes, fires, floods, governmental actions, orders, or restrictions, or any other reason beyond the control and not caused by the negligence of the party failing to perform. This provision applies to obligations under Schedule B of the agreement.

This clause essentially protects both Coffee News and the franchisee from being penalized for failing to meet their contractual obligations when those failures are caused by extraordinary events outside of their control. For a prospective franchisee, this offers some security against unforeseen disasters or regulatory changes that could prevent them from operating their franchise successfully. It is important to note that the protection applies only if the non-performance is not due to the franchisee's negligence.

Such force majeure clauses are relatively standard in franchise agreements. They aim to allocate risk fairly in situations where unexpected events disrupt normal business operations. However, franchisees should carefully review the specific list of events that trigger the clause to ensure it adequately covers potential risks in their specific location and industry. Franchisees might want to discuss with Coffee News what types of events have triggered this clause in the past and whether additional events can be added to the list.

It is also important to understand what constitutes 'negligence' on the part of the franchisee, as negligence would negate the protection offered by this clause. Franchisees should seek legal counsel to fully understand their rights and obligations under this provision and to assess whether the clause provides sufficient protection in their particular circumstances.