For Chicken Guy, if a capitalized term is not defined in the addendum, where can its meaning be found?
Chicken_Guy Franchise · 2025 FDDAnswer from 2025 FDD Document
any claim Developer may have under New York General Business Law, Article 33, Sections 680-695.
5. The following sentence is added to the end of Sections 12.B.(1) and 23.E.:
Chicken Guy's right to obtain injunctive relief exists only after proper proofs are made and the appropriate authority has granted such relief.
6. The following sentence is added to the end of Section 22.A.:
Notwithstanding the foregoing, the New York Franchises Law shall govern any claim arising under that law.
7. Miscellaneous. Any capitalized terms that are not defined in this Addendum shall have the meaning given them in the Development Agreement. Except as expressly modified by this Addendum, the Development Agreement remains unmodified and in full force and effect. This Addendum may be executed in multiple counterparts, each of which when executed and delivered shall be deemed an original and all of which together shall constitute one and the same agreement.
Source: Item 17 — RENEWAL, TERMINATION, TRANSFER AND DISPUTE RESOLUTION (FDD pages 40–46)
What This Means (2025 FDD)
According to the 2025 Chicken Guy FDD, specifically the addenda for franchisees and developers in various states, any capitalized terms not defined within the addendum itself will have the meaning assigned to them in either the Development Agreement or the Franchise Agreement, depending on the specific addendum. For instance, the addenda for Maryland and New York franchisees state that undefined capitalized terms have the meaning given in the Development Agreement. Conversely, the addenda for North Dakota developers and Illinois developers and California franchisees refer to the Franchise Agreement for the definition of undefined capitalized terms.
This means that when reviewing the Chicken Guy addendum, franchisees and developers should first check the addendum itself for the definition of any capitalized terms. If a definition is not found there, they must then refer to the Development Agreement or the Franchise Agreement, as indicated in their specific addendum, to understand the term's meaning. This requires careful cross-referencing of documents to ensure full comprehension of the agreement terms.
It is important for prospective Chicken Guy franchisees and developers to carefully review both the addendum and the relevant agreement (Development or Franchise) to fully understand their rights and obligations. Paying close attention to defined terms, and understanding where to find the definitions of capitalized terms, is a critical step in evaluating the franchise opportunity and avoiding potential misunderstandings or disputes later on.