Under the Byrider agreement, can Byrider proceed against the Finance Entity and the franchisee separately for a breach?
Byrider Franchise · 2025 FDDAnswer from 2025 FDD Document
The grant of our consent under this Agreement is an accommodation to you and is not intended to bifurcate accountability for the "Franchisee's" obligations described in the Franchise Agreement. The Finance Entity and you each acknowledge and agree that an act or omission of one will be deemed to be the act or omission of the other, and each will be responsible for the consequences of that act or omission irrespective of who committed it. Further, a breach by either the Finance Entity or you of the Franchise Agreement will constitute a breach of the entire Franchise Agreement, and both the Finance Entity and you will bear liability for such breach, jointly and severally. While we may elect to do so, we are not required to proceed against the Finance Entity and you jointly or to proceed against one before proceeding against the other.
Source: Item 23 — Receipts (FDD pages 88–335)
What This Means (2025 FDD)
According to Byrider's 2025 Franchise Disclosure Document, Byrider has the right to proceed against the Finance Entity and the franchisee separately for a breach of the Franchise Agreement. The agreement states that Byrider's consent to the operation of a Finance Entity is an accommodation to the franchisee and does not divide accountability for the franchisee's obligations as described in the Franchise Agreement.
The Finance Entity and the franchisee both acknowledge that an action or failure to act by one will be considered an action or failure to act by the other, making each responsible for the consequences, regardless of who committed the action or omission. A breach of the Franchise Agreement by either the Finance Entity or the franchisee constitutes a breach of the entire agreement, resulting in joint and several liability for both parties.
This means that Byrider is not obligated to pursue action against the Finance Entity and the franchisee jointly or to pursue one before the other. Byrider can choose to proceed against either party individually or both together at its discretion. This clause protects Byrider by ensuring that both the franchisee and the Finance Entity are fully accountable for fulfilling the obligations outlined in the Franchise Agreement.