Is Crawlspace Medic liable for expenses incurred by the franchisee due to Trade Dress Modifications?
Crawlspace_Medic Franchise · 2024 FDDAnswer from 2024 FDD Document
- 9.4.2.
As a condition to renew this Agreement, Franchisee shall refurbish the Franchised Business location or vehicle at Franchisee's sole expense, as required by Franchisor, to conform to Trade Dress Modifications.
This includes, without limitation, structural changes, remodeling, redecoration, and modifications to existing improvements.
Notwithstanding the foregoing restriction on the frequency of Trade Dress Modifications, Franchisee, upon notice by Franchisor and in accordance with Section 14.6 hereof, shall immediately discontinue the use of any Mark that is no longer desirable or available to Franchisor and substitute a different Mark or Marks as Franchisor directs.
- 9.4.3.
Franchisee will accept use and display any such Trade Dress Modifications as if they were a part of this Franchise Agreement at the time of execution hereof.
- 9.5.
No Liability/Waiver of Claims.
Franchisor shall not be liable to Franchisee for any expenses, losses or damages sustained by Franchisee as a result of any of the modifications, including Trade Dress Modifications, required by this Article 9.
Franchisee hereby covenants not to commence or join in any litigation or other proceeding against Franchisor or any third party, complaining of any such or seeking expenses, losses or damages caused thereby.
Further, Franchisee expressly waives any claims, demands or damages arising from or related to the modifications contemplated by this Article 9, including, without limitation, any claim of breach of contract, breach of fiduciary duty, fraud, and/or breach of the implied covenant of good faith and fair dealing.
Source: Item 22 — CONTRACTS (FDD page 42)
What This Means (2024 FDD)
According to the 2024 Crawlspace Medic Franchise Disclosure Document, Crawlspace Medic is not liable for any expenses, losses, or damages sustained by the franchisee as a result of Trade Dress Modifications. The franchisee is responsible for refurbishing their business location or vehicle at their own expense to conform to these modifications as required by Crawlspace Medic. These modifications can include structural changes, remodeling, redecoration, and modifications to existing improvements.
Furthermore, the franchisee agrees to accept and display any Trade Dress Modifications as if they were part of the original franchise agreement. The franchisee also covenants not to initiate or participate in any legal proceedings against Crawlspace Medic or any third party, seeking compensation for expenses, losses, or damages resulting from these modifications.
Additionally, the franchisee expressly waives any claims, demands, or damages related to the required modifications, including claims of breach of contract, breach of fiduciary duty, fraud, or breach of the implied covenant of good faith and fair dealing. This means a Crawlspace Medic franchisee bears the full financial responsibility for updating their business to meet Crawlspace Medic's evolving brand standards, with no recourse for reimbursement from Crawlspace Medic.