If the Developer for a Chicken Guy franchise is an individual or a partnership comprised solely of individuals, what additional representations and warranties must they make?
Chicken_Guy Franchise · 2025 FDDAnswer from 2025 FDD Document
- (2) If Developer is an individual, or a partnership comprised solely of individuals, Developer makes the following additional representations and warranties: (a) each individual has executed this Agreement; (b) each individual shall be jointly and severally bound by, and personally liable for the timely and complete performance and a breach of, each and every provision of this Agreement; and (c) notwithstanding any transfer for convenience of ownership pursuant to Section 10.D., each individual shall continue to be jointly and severally bound by, and personally liable for the timely and complete performance and a breach of, each and every provision of this Agreement.
Source: Item 23 — RECEIPTS (FDD pages 50–286)
What This Means (2025 FDD)
According to the 2025 Chicken Guy Franchise Disclosure Document, if the Developer is an individual or a partnership comprised solely of individuals, they must make additional representations and warranties. Specifically, each individual must execute the Development Agreement, thereby agreeing to be jointly and severally bound by its provisions. This means that each individual is personally liable for the timely and complete performance of the agreement, as well as any breaches that may occur.
This condition ensures that Chicken Guy has recourse to the personal assets of the individuals involved, providing a stronger guarantee of compliance with the Development Agreement. It also means that if one partner fails to meet their obligations, the other partners can be held fully responsible. This is a significant consideration for individuals entering into a Chicken Guy development agreement as a partnership, as their personal assets are at risk.
Furthermore, the FDD states that this joint and several liability continues even if ownership is transferred for convenience, as outlined in Section 10.D of the agreement. This means that even if an individual transfers their ownership stake, they remain liable for the obligations under the Development Agreement. This provision is designed to prevent individuals from avoiding their responsibilities by transferring ownership to another party. Prospective Chicken Guy developers should carefully consider these implications and seek legal counsel to fully understand their obligations and potential liabilities.