How is the Bumble Roofing promissory note interpreted in relation to the Franchise Agreement(s)?
Bumble_Roofing Franchise · 2025 FDDAnswer from 2025 FDD Document
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- This Note constitutes part performance of a certain written Franchise Agreement(s) between maker and [ENTITY NOTEHOLDER] dated [DATE OF FRANCHISE AGREEMENT(S)] and as such, will be read and interpreted in a manner consistent with the terms of said agreement. Default under the terms of this Note will be sufficient grounds for termination or cancellation of the Franchise Agreement(s) in accordance with the terms of the Franchise Agreement(s).
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- The makers and endorsers of this Note waive and excuse presentment for acceptance and payment, notice of dishonor, and protest of dishonor, and agree to any extension of time of payment and partial payments before, at or after maturity.
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- In the event of any sale, transfer assignment, encumbrance or other conveyance of the rights, duties or obligations of maker under the terms of the Franchise Agreement(s) between maker and [ENTITY NOTEHOLDER], the entire unpaid principal and interest balances of this Note as of the date of such sale, transfer, assignment, encumbrance or other conveyance will immediately become due and payable in full without any further notice or demand.
Source: Item 23 — RECEIPT (FDD pages 53–188)
What This Means (2025 FDD)
According to Bumble Roofing's 2025 Franchise Disclosure Document, the promissory note is directly linked to the Franchise Agreement. The promissory note is considered part of the performance of the Franchise Agreement, meaning its terms are interpreted to align with the Franchise Agreement.
Specifically, the FDD states that a default on the promissory note provides sufficient grounds for Bumble Roofing to terminate or cancel the Franchise Agreement. This clause tightly interweaves the financial obligations of the note with the franchisee's rights under the Franchise Agreement. Therefore, failing to meet the payment obligations outlined in the promissory note can lead to the loss of the franchise.
Furthermore, if the franchisee sells, transfers, assigns, encumbers, or otherwise conveys their rights or obligations under the Franchise Agreement, the entire unpaid balance of the promissory note becomes immediately due and payable. This provision protects Bumble Roofing's financial interests in case of changes in the franchisee's ownership or control of the franchise. The note and any disputes related to it are governed by the laws of the Commonwealth of Virginia, and the maker submits to the jurisdiction of the courts of the Commonwealth of Virginia nearest to Henrico County.