According to the document, what is the relationship between 'CITY WIDE' and the Franchise Agreement?
City_Wide Franchise · 2025 FDDAnswer from 2025 FDD Document
CITY WIDE has developed the System through the expenditure of time, money, and effort and has maintained high standards of quality and service for the System, because of which the System has acquired valuable goodwill and a favorable reputation; and
CITY WIDE has and continues to develop, use, protect, and control the Marks for the benefit and exclusive use of itself and its franchisees to identify for the public the source of the products and/or services marketed under the System and to represent the System's high standards of quality; and
Franchisee desires to operate and has applied for a franchise to operate a business or facility according to the CITY WIDE System and using the Marks, and CITY WIDE has approved Franchisee's application in reliance upon all of representations made in Franchisee's application; and
Franchisee desires, upon the terms and conditions contained in this Agreement, to enjoy the benefits of operating under the System and of using the Marks and to be licensed to conduct the Franchised Business in strict accordance with the standards and specifications of the System; and
Franchisee acknowledges that it is essential to the maintenance of the high standards of the System, and to the preservation of the integrity of the System, Marks, and goodwill of CITY WIDE, that each franchisee in the System maintain and adhere to certain uniform standards, procedures and policies described in this Agreement, and operate the Franchised Business in strict conformity with the CITY WIDE standards and specifications; and
CITY WIDE is willing to grant Franchisee a license under the System and the Marks to operate a Franchised Business, subject to Franchisee's strict compliance with the terms and conditions of this Agreement; and
CITY WIDE expressly disclaims the making of, and Franchisee acknowledges that Franchisee has not received nor relied upon, any warranty or guaranty, express or implied, as to: (a) the validity, exclusive ownership or enforceability of any Mark; (b) the validity or enforceability of any copyright, patent, or trade secret.
In consideration of the mutual covenants and agreements contained in this Agreement and for other good and valuable consideration, the receipt of which is acknowledged, the parties to this Agreement agree as follows:
The Recitals stated above are incorporated herein by reference into this Agreement.
Source: Item 22 — CONTRACTS (FDD page 65)
What This Means (2025 FDD)
According to City Wide's 2025 Franchise Disclosure Document, the Franchise Agreement outlines the terms and conditions under which City Wide grants a license to the franchisee to operate a business using the City Wide system and marks. The agreement stipulates that the franchisee must strictly adhere to the standards, procedures, and policies established by City Wide to maintain the integrity of the system, marks, and goodwill. City Wide's willingness to grant the franchise is contingent upon the franchisee's compliance with the terms and conditions outlined in the Franchise Agreement.
The Franchise Agreement also addresses the roles, responsibilities, and limitations of City Wide. City Wide may conduct evaluations of the franchised business and provide advice on operating problems, new techniques, and administrative methods. However, City Wide does not assume responsibility or liability to the franchisee or any third party through its approvals, advice, or services. The agreement also states that it does not create a fiduciary relationship between City Wide and the franchisee, and they are considered independent contractors.
Furthermore, the Franchise Agreement includes provisions for indemnification, where the franchisee agrees to indemnify and hold harmless City Wide from any expenses, damages, claims, or liabilities arising from the franchisee's operation of the business or any breach of the agreement. The agreement also specifies that it, along with any exhibits and referenced documents, constitutes the entire agreement between the parties, superseding any prior agreements or representations. Franchisees are advised to seek advice from a trusted advisor before signing the agreement.