Under the B Bops Personal Guaranty, is the liability of the undersigned primary or secondary to the franchisee's liability?
B_Bops Franchise · 2025 FDDAnswer from 2025 FDD Document
Each of the undersigned further agree as follows: (a) that this Guaranty shall be continuing and irrevocable; (b) that they, and each of them, shall render any payment or performance required under this Agreement upon demand if Franchisee fails or refuses promptly to do so; (c) such liability shall be primary and shall not be contingent upon Company pursuing or exhausting any remedies against Franchisee; (d) such liability shall not be waived, diminished or otherwise affected by any extension of time, credit or other indulgence which Company may from time to time grant to Franchisee; and (e) that they, and each of them, hereby waive notice of acceptance, demand, protest, nonperformance and of any other notices.
Source: Item 22 — CONTRACTS (FDD page 53)
What This Means (2025 FDD)
According to B Bops's 2025 Franchise Disclosure Document, the liability of the personal guarantors is primary, not secondary, to the franchisee's liability. This means that B Bops does not have to first pursue or exhaust remedies against the franchisee before seeking payment or performance from the personal guarantors. This condition is part of the Personal Guaranty agreement that the guarantors sign.
This arrangement is generally unfavorable for the guarantor, as it eliminates a layer of protection they might otherwise have. The guarantor cannot require B Bops to seek payment from the franchisee first. The guarantor is immediately responsible if the franchisee fails to meet their obligations under the Franchise Agreement.
Furthermore, the personal guaranty is continuing and irrevocable, and the guarantors waive notice of acceptance, demand, protest, nonperformance, and any other notices. The guarantor's liability will not be affected by any extension of time, credit, or other indulgence that B Bops may grant to the franchisee. This underscores the comprehensive and unconditional nature of the personal guarantee, placing significant responsibility on the guarantors.