Under the Cicis agreement, can members, managers, shareholders, directors, officers, employees, and agents of Cicis or its Affiliates be held personally liable in actions between Cicis and the franchisee?
Cicis Franchise · 2025 FDDAnswer from 2025 FDD Document
You and your owners agree that your and their sole recourse for claims arising between the parties shall be against us or our successors and assigns. You and your owners agree that our and our Affiliates' members, managers, shareholders, directors, officers, employees, and agents shall not be personally liable nor named as a party in any action between us or our Affiliates and you or your owners.
Source: Item 23 — RECEIPTS (FDD pages 65–263)
What This Means (2025 FDD)
According to Cicis's 2025 Franchise Disclosure Document, the agreement specifies that members, managers, shareholders, directors, officers, employees, and agents of Cicis or its affiliates will not be held personally liable nor named as a party in any action between Cicis or its Affiliates and the franchisee or the franchisee's owners. This provision offers a degree of protection to individuals associated with Cicis from direct liability in disputes between the company and its franchisees.
This clause means that if a franchisee has a dispute with Cicis, the franchisee's legal recourse is generally limited to Cicis itself, or its successors and assigns, rather than individual people connected to the company. This is a fairly common practice in franchising, as it helps to shield individuals working for the franchisor from personal liability for actions taken in their official capacity.
However, franchisees and their owners do agree that their sole recourse for claims arising between the parties shall be against Cicis or its successors and assigns. Franchisees should be aware of this limitation and consider its implications for potential legal actions against Cicis. It is advisable to consult with a legal professional to fully understand the scope and limitations of this liability clause.