What is the Franchisee's obligation regarding the Signer's actions under the Cinch I.T. agreement?
Cinch_I_T Franchise · 2024 FDDAnswer from 2024 FDD Document
Franchisee undertakes to use Franchisee's best efforts to ensure that Signer acts as required by this Agreement.
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- Signer agrees that in the event of a breach of this Agreement, Franchisor would be irreparably injured and be without an adequate remedy at law. Therefore, in the event of such a breach, or threatened or attempted breach of any of the provisions thereof, Franchisor shall be entitled to enforce the provisions of this Agreement against Franchisee and Signer, and may seek, in addition to any other remedies which are made available to it at law or in equity, including the right to terminate the Franchise Agreement, a temporary and/or permanent injunction and a decree for the specific performance of the terms of this Agreement, without being required to furnish a bond or other security.
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- Signer agrees that the period during which the post-termination/expiration restrictions above apply shall be extended uninterrupted by the length of any period of time during which Signer was in violation of such restrictions.
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- This Agreement shall be governed by and construed under the laws of Commonwealth of Massachusetts.
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- If any Court or other tribunal having jurisdiction to determine the validity or enforceability of this Agreement determines that it would be unenforceable as written, its provisions shall be determined to be withheld, modified or limited to such extent or in such manner as is necessary for it to be valid and enforceable to the greatest extent possible.
Source: Item 23 — RECEIPTS (FDD pages 60–269)
What This Means (2024 FDD)
According to Cinch I.T.'s 2024 Franchise Disclosure Document, the franchisee has a responsibility to ensure that the Signer, likely an employee or contractor, complies with the terms of their agreement. Specifically, the franchisee must use their best efforts to make sure the Signer acts as required by the agreement. This obligation is outlined to protect Cinch I.T.'s trade secrets and goodwill.
The agreement also stipulates that if the Signer breaches the agreement, Cinch I.T. would be irreparably injured and without an adequate remedy at law. In such cases, Cinch I.T. is entitled to enforce the agreement against both the franchisee and the Signer. This enforcement may include seeking a temporary or permanent injunction and a decree for specific performance of the agreement's terms, without needing to furnish a bond or other security.
Furthermore, the agreement specifies that the period during which post-termination or expiration restrictions apply to the Signer will be extended by the length of any time the Signer was in violation of those restrictions. The agreement is governed by the laws of the Commonwealth of Massachusetts. If any part of the agreement is deemed unenforceable, it will be modified or limited to the extent necessary to make it valid and enforceable to the greatest extent possible.