Does the Focalpoint Coaching franchise agreement include a tolling of covenants?
Focalpoint_Coaching Franchise · 2025 FDDAnswer from 2025 FDD Document
I also expressly acknowledge my possession of skills and abilities of a general nature, and the opportunity for exploiting such skills in other ways than the operation or involvement in the activities of a FocalPoint Franchised Business or a Competitive Business, so that enforcement of my covenants made in this Agreement will not deprive me of my personal goodwill or ability to earn a living after the effective date of expiration or termination of my relationship with Franchisee, the Business, or FocalPoint Franchised Businesses generally. If I fail or refuse to abide by any of my foregoing obligations or promises made under this Agreement, and Company or Franchisee obtains enforcement in a judicial or arbitration proceeding, then my obligations and responsibilities specified under the breached covenant will be tolled during the period(s) of time that the covenant is breached and/or Company or Franchisee seeks to enforce it, and will continue for two (2) years starting from the effective date of the order enforcing the covenant.
Source: Item 22 — Contracts (FDD pages 56–57)
What This Means (2025 FDD)
Yes, according to the 2025 Focalpoint Coaching Franchise Disclosure Document, the franchise agreement includes a tolling of covenants. Specifically, if a franchisee fails to abide by their obligations under the agreement, and Focalpoint Coaching or the franchisee (presumably another Focalpoint Coaching franchisee) seeks enforcement through legal proceedings, the franchisee's obligations under the breached covenant will be tolled.
This tolling period extends for the duration of the breach and the time Focalpoint Coaching or the other franchisee spends seeking enforcement. Following this period, the obligations will continue for two years, starting from the date the enforcement order is issued.
In practical terms, this means that if a Focalpoint Coaching franchisee violates a non-compete or confidentiality agreement, the clock on that agreement can be paused while Focalpoint Coaching pursues legal action. Once the legal process concludes, the non-compete period resumes, ensuring Focalpoint Coaching's interests are protected for the full intended duration, plus the length of time it took to litigate the matter. This provision strengthens Focalpoint Coaching's ability to enforce its franchise agreement and protect its business interests.