What warranties are disclaimed by the franchisor in the Management Recruiters Back Office Services Agreement?
Management_Recruiters Franchise · 2024 FDDAnswer from 2024 FDD Document
es by Franchisor shall be under its own control, Franchisee being interested only in the results thereof. Franchisor shall be solely responsible for supervising, controlling, and directing the details and manner of the completion of the Services. Nothing in this Agreement shall give Franchisee the right to instruct, supervise, control, or direct the details and manner of the
completion of the Services. Franchisor is for all purposes hereunder an independent contractor and in no event will Franchisor be considered an agent or employee of Franchisee or any of its subsidiaries or affiliates for any purpose.
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- Limited Warranty. Franchisor warrants that it shall perform the Services in a timely, workmanlike, and professional manner in accordance with generally recognized industry standards for similar services. FRANCHISOR (a) MAKES NO WARRANTIES EXCEPT FOR THAT SET OUT ABOVE; AND (b) DISCLAIMS ALL OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ACCURACY OF RESULTS AND IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. Franchisor's sole and exclusive liability and Franchisee's sole and exclusive remedy for breach of the limited warranty set out in this Section shall be reperformance of the affected services. If Franchisor cannot reperform the services in compliance with the warranty set forth above within a reasonable time (but no more than 30 days) after Franchisee's written notice of such breach, Franchisee may, at its option, terminate the Agreement by serving written notice of termination pursuant to this Section.
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- Limitation of Liability.
Source: Item 23 — RECEIPTS (FDD pages 67–327)
What This Means (2024 FDD)
According to the 2024 Management Recruiters FDD, the Back Office Services Agreement outlines specific disclaimers regarding warranties. While Management Recruiters warrants that it will perform services in a timely, workmanlike, and professional manner according to industry standards, it disclaims all other warranties.
Specifically, Management Recruiters disclaims all warranties not explicitly stated in the agreement, including any implied warranties related to the accuracy of results, merchantability, or fitness for a particular purpose. This means that franchisees cannot hold Management Recruiters liable for issues arising from the back office services beyond the scope of the limited warranty provided.
The agreement also limits Management Recruiters' liability. The sole remedy for a breach of the limited warranty is the reperformance of the affected services. If Management Recruiters cannot reperform the services within a reasonable time (no more than 30 days) after written notice, the franchisee can terminate the agreement. However, Management Recruiters will not be liable for any loss of use, revenue, profit, data, or any consequential, incidental, indirect, exemplary, special, or punitive damages, regardless of foreseeability or prior notice. The aggregate liability of Management Recruiters is capped at the total Back Office Services Fees paid or payable in the six months preceding the event that led to the claim.
Prospective Management Recruiters franchisees should carefully consider these disclaimers and limitations of liability. It is important to understand the scope of the limited warranty and the potential risks associated with using the back office services. Franchisees may want to seek legal counsel to fully understand their rights and obligations under the Back Office Services Agreement.