What is the definition of 'special damages' for which Acumera is not liable to Dq Treat?

According to Dq Treat's 2025 Franchise Disclosure Document, Acumera is not liable for special damages. The FDD specifies that in no event shall either party be liable to the other for any lost profits, loss of data, loss of use, costs associated with integration, interruption of business, costs of procurement of substitute goods or services, or for any indirect, special, incidental, punitive, or consequential damages. This limitation applies regardless of how the damages are caused and under any theory of liability, even if the party has been advised of the possibility of such damage.

This means that Dq Treat franchisees cannot recover these types of damages from Acumera, even if Acumera's actions cause them. This could significantly limit a franchisee's ability to recover losses in the event of a service failure or other issue with Acumera's services. For example, if a system outage caused by Acumera leads to a loss of sales, the franchisee would likely be unable to recover those lost profits from Acumera.

However, the limitations on liability do not apply to either party's liability for gross negligence, willful misconduct, willful failure to comply with the law, or fraud by the party or its agents and subcontractors. This provides some protection for Dq Treat franchisees in cases where Acumera acts with a high degree of culpability. Franchisees should consult with a legal professional to fully understand their rights and potential remedies in such situations.

It is important for prospective Dq Treat franchisees to carefully consider this limitation of liability and understand the potential financial risks associated with it. They should also inquire about Acumera's insurance coverage and its history of service failures or other issues that could lead to these types of damages.