Does the Carbones Pizzeria Guaranty cover the Franchisee's obligations under the manuals and operating procedures of the Carbones Pizzeria business system?
Carbones_Pizzeria Franchise · 2025 FDDAnswer from 2025 FDD Document
IN CONSIDERATION of the [INSERT ONE/DELETE REMAINING ONE] [grant by M & T Pizza Incorporated ("Franchisor") of a Carbone's Pizza franchise to the party named as Franchisee in the Franchise Agreement (the "Franchisee") to which this Guaranty is attached (the "Franchise Agreement")] OR [consent by M & T Pizza Incorporated ("Franchisor") to the assignment of the Franchise Agreement to which this Guaranty is attached (the "Franchise Agreement") to the assignee and party named as the Franchisee in the Franchise Agreement ("Franchisee")], and for other good and valuable consideration, receipt of which is hereby acknowledged, the undersigned hereby guarantee (jointly and severally with one another and all other guarantors of Franchisee, whether such guaranties are entered into prior to or after the date hereof) to Franchisor and to Franchisor's successors and assigns: (a) the payment of all costs and fees required to be paid to Franchisor or its affiliates by Franchisee, whether such costs and fees are provided for in the Franchise Agreement or under any other agreement between Franchisee and Franchisor or an affiliate of Franchisor, and (b) the performance by Franchisee of all its obligations under all such agreements and under all manuals and operating procedures of Franchisor's business system.
Source: Item 22 — CONTRACTS (FDD page 30)
What This Means (2025 FDD)
According to the 2025 Carbones Pizzeria Franchise Disclosure Document, the Guaranty does cover the Franchisee's obligations under the manuals and operating procedures of the Carbones Pizzeria business system. The guarantor agrees to ensure the franchisee performs all obligations under agreements with Carbones Pizzeria and also adheres to all manuals and operating procedures of the Carbones Pizzeria business system.
This means that if a Carbones Pizzeria franchisee fails to meet their obligations as outlined in the franchise agreement, or if they do not follow the operational guidelines set forth in the manuals, the guarantor is responsible for ensuring those obligations are met. This could include financial obligations or adherence to specific business practices. The guarantor is essentially stepping in to ensure the Carbones Pizzeria franchise operates according to the franchisor's standards and that all financial commitments are honored.
The Guaranty extends not only to the initial Franchise Agreement but also to any other agreements between the franchisee and Carbones Pizzeria or its affiliates. It also covers all manuals and operating procedures of Carbones Pizzeria's business system. This ensures that the guarantor's obligations are comprehensive and cover all aspects of the franchisee's responsibilities to Carbones Pizzeria. The guarantor remains bound by these obligations even in the event of modifications to the Franchise Agreement, waivers, extensions, or forbearance on the part of Carbones Pizzeria, except to the extent that the franchisee's liability is directly released or diminished.
Furthermore, the Guaranty remains in effect even if the franchisee undergoes bankruptcy or reorganization. The guarantor's obligations to pay all costs and fees and perform all provisions of the agreements, including adherence to the manuals and operating procedures, are not affected by such events. This provides Carbones Pizzeria with an additional layer of security, ensuring that financial and operational obligations are met regardless of the franchisee's financial situation.