Under what circumstances after the termination or expiration of the Benjamin Franklin Plumbing franchise agreement will the franchisee remain liable to Benjamin Franklin Plumbing?
Benjamin_Franklin_Plumbing Franchise · 2025 FDDAnswer from 2025 FDD Document
- 22.8. Survival of Obligations.
All obligations which expressly or by reasonable implication are to be performed, in whole or in part, after the expiration, termination, or assignment of this Agreement will survive expiration, termination, or assignment.
For value received, Franchisee hereby irrevocably assigns to Franchisor all telephone listings and numbers at any time used by Franchisee in any printed or internet telephone directory in connection with the operation of the Franchised Business, whether now-existing or adopted by Franchisee in the future (collectively "Telephone Listings") and all email addresses, domain names, social media accounts and comparable electronic identities that use the Marks or any portion of them at any time used by Franchisee in connection with any Internet directory, website or similar item in connection with the operation of the Franchised Business, whether now-existing or adopted by Franchisee in the future (collectively "Internet Listings") (collectively referred to herein as "Listings"). From time to time upon Franchisor's request, Franchisee agrees to promptly provide a complete list of all Listings to Franchisor (in such format and level of detail as required by Franchisor).
Franchisee shall have the right to use the Listings only in connection with advertising the Franchised Business in the Territory. Franchisee agrees to pay all amounts pertaining to the use of the Listings incurred by it when due. Upon expiration or termination of the Agreement for any reason, Franchisee's right of use of the Listings shall terminate. In the event of termination or expiration of the Agreement, Franchisee agrees to pay all amounts owed in connection with the Listings, including all sums owed under existing contracts for telephone directory advertising and to immediately, at Franchisor's request, (i) take any other action as may be necessary to transfer the Listings and numbers to Franchisor or Franchisor's designated agent, (ii) install and maintain, at Franchisee's sole expense, an intercept message, in a form and manner acceptable to Franchisor, on any or all of the Listings; (iii) disconnect the Listings; and/or (iv) cooperate with Franchisor or its designated agent in the removal or relisting of any telephone directory or directory assistance listing, Internet directory, website or advertising, whether published or online.
Unless we have instructed you otherwise under Section 17.1, upon termination or expiration of this Agreement under any circumstances, you are required to:
- 17.2.1 Cease to operate the Franchised Business, withdraw all advertising that can be canceled, remove from the Approved Location and from service vehicles all signs, graphics, and other items that display the Marks, and make any other changes that we request to dissociate yourself, the Approved Location, and the former Franchised Business from the System;
You agree to pay over to us (or our designee) any amounts (or a pro rata portion of any amounts) paid to you by your customers for services that you have not yet performed.
If your relationship with Franchisee ends, these obligations continue, but you are required to return to Franchisor any materials in your possession or control that contain Confidential Information.
As an inducement to Benjamin Franklin Franchising SPE LLC ("Franchisor") to sign a Franchise Agreement (the "Agreement") with ("Franchisee"), the undersigned individuals (collectively, the "Guarantors"), jointly and severally, unconditionally guarantee to Franchisor, its affiliates, and their successors and assigns (collectively, the "Franchisor Group") that all of Franchisee's obligations under the Agreement and under other agreements or arrangements between Franchisee and the Franchisor Group will be punctually paid and performed.
Source: Item 23 — RECEIPTS (FDD pages 88–312)
What This Means (2025 FDD)
According to the 2025 Benjamin Franklin Plumbing Franchise Disclosure Document, several obligations survive the termination or expiration of the franchise agreement, meaning the franchisee remains liable even after the agreement ends.
First, any obligations that are meant to be performed after the agreement ends will remain in effect. This includes the franchisee's agreement to transfer telephone and internet listings to Benjamin Franklin Plumbing and to pay any outstanding amounts related to those listings. The franchisee must also facilitate conversations with customers to ensure a smooth transition of business operations and pay over any amounts received for services not yet performed.
Second, the franchisee may be required to make modifications to the Approved Location to remove any branding and distinguish it from a Benjamin Franklin Plumbing franchise, unless Benjamin Franklin Plumbing instructs otherwise. The franchisee is also obligated to maintain the confidentiality of Benjamin Franklin Plumbing's confidential information, even after the franchise relationship ends, and return any materials containing such information. These stipulations are fairly standard in franchising to protect the brand and ensure a consistent customer experience.
Finally, if the franchisee has a personal guarantee, the obligations under that guarantee continue even after the termination or expiration of the Franchise Agreement. This means the guarantor(s) remain responsible for the franchisee's debts and obligations to Benjamin Franklin Plumbing, even after the franchise ceases to operate. This is a significant consideration for anyone acting as a guarantor, as the financial responsibility can extend beyond the term of the franchise agreement itself.