Under the Amorino Personal Guaranty, is the Guarantor's liability direct or indirect?
Amorino Franchise · 2025 FDDAnswer from 2025 FDD Document
Each Guarantor hereby consents and agrees that:
- (a)Guarantor's liability under this undertaking shall be direct, immediate, and independent of the liability of, and shall be joint and several with, Franchisee and the other owners of Franchisee;
- (b)Guarantor shall render any payment or performance required under the Agreement upon demand if Franchisee fails or refuses punctually to do so;
- (c)this liability will not be contingent or conditioned upon our pursuit of any remedies against Franchisee or any other person;
- (d)this liability shall not be diminished, relieved or otherwise affected by any extension of time, credit, or other indulgence which Franchisor may grant to Franchisee or to any other person, including the acceptance of any partial payment or performance, or the compromise or release of any claims (including the release of other Guarantors), none of which shall in any way modify or amend this Guaranty, which shall be continuing and irrevocable during the term of the Agreement, for so long as any performance is or might be owed under the Agreement by Franchisee or its owners, and for so long as Franchisor has any cause of action against Franchisee or its owners;
- (e)this Guaranty will continue in full force and effect for (and as to) any extension or modification of the Agreement and despite the transfer of any interest in the Agreement or Franchisee, and
- (f) each Guarantor waives notice of any and all renewals, extensions, modifications, amendments, or transfers;
- (g)upon our request, Guarantor must submit to Franchisor suitable credit and information to allow Franchisor to make a reasonable decision as to the Guarantor's creditworthiness and financial position including, without limitation, a personal net worth statement and such other
Source: Item 22 — CONTRACTS (FDD pages 80–81)
What This Means (2025 FDD)
According to Amorino's 2025 Franchise Disclosure Document, the liability of a guarantor under the personal guaranty is direct. The agreement specifies that the guarantor's liability is direct, immediate, and independent of the franchisee's liability. It is also joint and several with the franchisee and other owners of the franchisee.
This means that Amorino can seek payment or performance directly from the guarantor without first pursuing remedies against the franchisee. The guarantor's obligations are not contingent on Amorino's actions against the franchisee or any other person. This direct liability remains in effect even if Amorino grants extensions of time or other indulgences to the franchisee.
Furthermore, the guaranty continues for any extensions or modifications of the franchise agreement and despite any transfer of interest in the agreement or the franchisee. The guarantor also waives notice of any renewals, extensions, modifications, amendments, or transfers. This ensures that the guarantor remains liable throughout the term of the agreement and for as long as any obligations are owed by the franchisee.