What specific obligations of the Chick Fil A Operator survive the suspension of this agreement?
Chick_Fil_A Franchise · 2025 FDDAnswer from 2025 FDD Document
-
- Survival.
Upon the termination, expiration, or suspension of this Agreement, all obligations under this Agreement and under the Franchise Agreement that expressly or by their nature are intended to survive the termination or expiration of this Agreement, including, but not limited to, any limitations of liability, and the Operator's and if applicable, the Operator-Owner's reporting, payment and indemnification obligations to Chick-fil-A (as well as any like obligations under the Franchise Agreement and if applicable the Assignment, which were incorporated by reference into this Agreement and the Additional Business Amendment, will survive the termination, expiration or suspension of this Agreement.
-
- Compliance with Franchise Agreement and the Assignment.
Except as specifically provided in this Agreement, the Operator, and if applicable, the Operator-Owner, respectively, will comply with all of the provisions of the Franchise Agreement and if applicable the Assignment with respect to this Agreement, the Site and the Delivery Kitchen Unit, even if not specifically described or referred to in this Agreement.
As a reminder, but in no way limiting the application of all of the other provisions of the Franchise Agreement, the provisions of the Franchise Agreement include: Article 5 DAMAGE TO SITE, EQUIPMENT OR LEASEHOLD IMPROVEMENTS, PERSONAL INJURY, Article 7 INSURANCE, Article 12 STANDARDS OF CLEANLINESS, SANITATION AND BUSINESS CONDUCT, Article 18 TRADE SECRETS AND CONFIDENTIAL INFORMATION, Article 19 USE OF THE MARKS, Article 21 TRANSFERABILITY OF INTEREST, Article 22 REMEDIES, Article 24 TERMINATION, Article 25 FRANCHISE RELATIONSHIP, Article 27 INDEMNIFICATION, and Article 28 GENERAL PROVISIONS.
Article 28 GENERAL PROVISIONS includes provisions with regard to notices as set forth in subsection 28.1, the parties' choice of Georgia law and a Georgia forum to resolve their disputes as set forth in subsection 28.9 and subsection 28.10, the waiver of any right to trial by jury as set forth in subsection 28.15 and Operator's agreement not to pursue any class claims as set forth in subsection 28.13.
Source: Item 23 — Receipts (FDD pages 103–600)
What This Means (2025 FDD)
According to the 2025 Chick Fil A Franchise Disclosure Document, in the event of suspension of the agreement, certain obligations of the Operator continue. These include all obligations under the agreement and under the Franchise Agreement that are explicitly intended to survive the suspension. This encompasses limitations of liability, as well as the Operator's reporting, payment, and indemnification obligations to Chick Fil A. If applicable, these obligations extend to the Operator-Owner.
The survival clause ensures that critical responsibilities and potential liabilities remain in effect even during a period of suspension. This protects Chick Fil A's interests and ensures continued compliance with essential terms. The obligations also extend to the Franchise Agreement and any applicable Assignment, which are incorporated by reference into the agreement and any Additional Business Amendment.
Specifically, the provisions of the Franchise Agreement that remain in effect include Article 5, covering damage to the site, equipment, or leasehold improvements and personal injury; Article 7, addressing insurance requirements; Article 12, outlining standards of cleanliness, sanitation, and business conduct; Article 18, concerning trade secrets and confidential information; Article 19, governing the use of Chick Fil A's marks; Article 21, addressing transferability of interest; Article 22, detailing remedies; Article 24, covering termination; Article 25, regarding the franchise relationship; Article 27, concerning indemnification; and Article 28, which includes general provisions.
Article 28's general provisions include stipulations regarding notices, the choice of Georgia law and a Georgia forum for dispute resolution, the waiver of any right to trial by jury, and the Operator's agreement not to pursue any class claims. This comprehensive survival clause ensures that key aspects of the franchise relationship continue to be governed by the agreement, even during a suspension period.