Who are the parties to the Guaranty and Assumption of Obligations for an All County franchise?
All_County Franchise · 2025 FDDAnswer from 2025 FDD Document
d in the same manner as the Royalty. Franchisee hereby acknowledges and agrees that All County may terminate the Reconciliation Assistance Program at any time, for any reason, in its sole business judgment, upon 30 days prior written notice from All County to Franchisee.
Franchisee, and each of the Guarantors identified in Appendix C to the Franchise Agreement, agrees that it shall, at all times, indemnify, exculpate, defend and hold harmless, to the fullest extent permitted by law, All County, its successor, assigns, affiliates and the respective officers, directors, shareholders, agents, representatives, independent contractors, servants, and employees of each of them (the "Indemnified Parties") from all losses and expenses incurred in connection with any action, suit, proceeding, claim, demand, investigation, or inquiry (formal or informal), or any settlement thereof, which arises out of or is based upon the Reconciliation Assistance Program. For purposes of this indemnification, "claims" includes all obligations, damages (actual, consequential or otherwise) and costs incurred in the defense of any claim against any of the Indemnified Parties, including, without limitation, reasonable accountants', arbitrators', attorneys' and expert witness fees, costs of investigation and proof of facts, court costs, other expenses of litigation, arbitration or alternative dispute resolution and travel expenses. All County has the right to defend any such claim at your expense. This indemnity will continue in full force and effect subsequent to and notwithstanding the expiration or termination of the Franchise Agreement.
Source: Item 22 — Contracts (FDD page 43)
What This Means (2025 FDD)
According to All County's 2025 Franchise Disclosure Document, the parties to the Guaranty and Assumption of Obligations are the Franchisee and the Guarantors, as identified in Appendix C of the Franchise Agreement. The franchisee and each guarantor agree to indemnify, defend, and hold harmless All County from all losses and expenses related to the Reconciliation Assistance Program. This includes obligations, damages, and costs, such as attorney's fees, incurred in defending claims against All County.
The guarantor's obligations are comprehensive, ensuring that All County is protected from financial risks associated with the franchisee's business operations. The guarantor's liability extends to covering costs, interest, attorney's fees, and any expenses All County incurs if payments from the franchisee are set aside or settled without litigation. This ensures All County can recover any losses resulting from such situations.
The guarantor also waives rights to payments and claims against the franchisee arising from their performance under the Guaranty. This waiver prevents the guarantor from seeking reimbursement or subrogation from the franchisee for any amounts paid under the Guaranty. The Guaranty remains in effect during the term of the Franchise Agreement and continues afterward, binding the guarantor and their successors and assigns. The guarantor cannot assign their obligations without All County's prior written consent, ensuring the franchisor maintains control over who is responsible for the guaranteed obligations.