What is the effect of a delay in exercising a right by the Ella Cafe franchisor?
Ella_Cafe Franchise · 2024 FDDAnswer from 2024 FDD Document
- 13.9. Timing.
Time is of the essence with respect to all provisions in this Agreement.
Notwithstanding the foregoing, if performance of either party is delayed because of a Force Majeure, the applicable deadline for performance will be extended for a period commensurate with the Force Majeure, but not to exceed 12 months.
Source: Item 23 — RECEIPTS (FDD pages 50–181)
What This Means (2024 FDD)
According to Ella Cafe's 2024 Franchise Disclosure Document, time is of the essence regarding all provisions within the agreement. This means that all deadlines and time-sensitive obligations are considered critical, and failure to meet them can have significant consequences.
However, there is an exception to this rule. If either Ella Cafe or the franchisee's performance is delayed due to an event of Force Majeure (unforeseeable circumstances such as natural disasters or government regulations), the deadline for performance will be extended. The extension period will be commensurate with the length of the Force Majeure event, but it cannot exceed 12 months.
This clause provides some flexibility for both Ella Cafe and the franchisee in the event of unforeseen delays, but it also reinforces the importance of meeting deadlines under normal circumstances. Franchisees should be aware of this clause and understand their obligations to ensure timely performance, while also recognizing the potential for extensions in the event of a Force Majeure.