What is the All States M.E.D. franchisee's obligation regarding the performance of each undertaking, agreement, and covenant?
All_States_M_E_D Franchise · 2024 FDDAnswer from 2024 FDD Document
In consideration of, and as an inducement to, the execution of that certain Franchise Agreement dated herewith ("Agreement") by All States M.E.D. Franchising, LLC ("Franchisor"), each of the undersigned hereby personally and unconditionally guarantees to Franchisor and its successors and assigns, for the term of the Agreement and thereafter as provided in the Agreement, that ("Franchisee") shall punctually pay and perform each and every undertaking, agreement and covenant in the Agreement. Each of the undersigned shall be personally bound by, and personally liable for, Franchisee's breach of any provision in the Agreement, including those relating to monetary obligations and obligations to take or refrain from taking specific actions or engaging in specific activities, such as those contemplated by Sections 6, 7, and 17 of the Agreement. Each of the undersigned waives: (a) acceptance and notice of acceptance by Franchisor of the foregoing undertakings; (b) notice of demand for payment of any indebtedness or non-performance of any obligations hereby guaranteed; (c) protest and notice of default to any party with respect to the indebtedness or non-performance of any obligations hereby guaranteed; (d) any right it may have to require that an action be brought against Franchisee or any other person as a condition of liability; and (e) any and all other notices and legal or equitable defenses to which it may be entitled.
Source: Item 23 — RECEIPTS (FDD pages 44–174)
What This Means (2024 FDD)
According to the 2024 All States M.E.D. Franchise Disclosure Document, the franchisee is required to punctually pay and perform each and every undertaking, agreement, and covenant outlined in the Franchise Agreement. This obligation extends for the entire term of the agreement and continues as specified thereafter.
Furthermore, the document stipulates that any breach of the agreement by the franchisee will result in personal liability for the franchisee. This liability encompasses all provisions within the agreement, including monetary obligations and the responsibility to take or refrain from specific actions or activities, particularly those detailed in Sections 6, 7, and 17 of the agreement.
To ensure these obligations are met, All States M.E.D. requires that all individuals holding a legal or beneficial interest of 5% or greater in the franchisee entity must execute an Unlimited Guaranty and Assumption of Obligations. This guaranty, attached as Schedule 3 to the agreement, legally binds these individuals to assume and fulfill all of the franchisee's obligations and liabilities under the agreement, reinforcing the commitment to uphold the terms of the franchise.