What is the relationship between the Guarantor and the Franchisee in the Crab N Spice franchise agreement?
Crab_N_Spice Franchise · 2024 FDDAnswer from 2024 FDD Document
OCATION ACCEPTANCE LETTER**
To: This Location Acceptance Letter is issued by Crab N Spice Group for your Crab N Spice franchise in accordance with Section 6.1 of the Franchise Agreement. 1. The Location of the Business is: 2. The Territory of the Business is: CRAB N SPICE GROUP By: Name: Title: Date:
Attachment 2 to Franchise Agreement
GUARANTY AND NON-COMPETE AGREEMENT
This Guaranty and Non-Compete Agreement (this "Guaranty") is executed by the undersigned person(s) (each, a "Guarantor") in favor of Crab N Spice Group, a California corporation ("CNS Franchising").
Background Statement: _______________________ ("Franchisee") desires to enter into a Franchise Agreement with CNS Franchising for the franchise of a Crab N Spice business (the "Franchise Agreement"; capitalized terms used but not defined in this Guaranty have the meanings given in the Franchise Agreement). Guarantor owns an equity interest in Franchisee. Guarantor is executing this Guaranty in order to induce CNS Franchising to enter into the Franchise Agreement.
Guarantor agrees as follows:
- 1. Guaranty. Guarantor hereby unconditionally guarantees to CNS Franchising and its successors and assigns that Franchisee shall pay and perform every undertaking, agreement and covenant set forth in the Franchise Agreement and further guarantees every other liability and obligation of Franchisee to CNS Franchising, whether or not contained in the Franchise Agreement. Guarantor shall render any payment or performance required under the Franchise Agreement or any other agreement between Franchisee and CNS Franchising upon demand from CNS Franchising. Guarantor waives (a) acceptance and notice of acceptance by CNS Franchising of this Guaranty; (b) notice of demand for payment of any indebtedness or nonperformance of any obligations of Franchisee; (c) protest and notice of default to any party with respect to the indebtedness or nonperformance of any obligations hereby guaranteed; (d) any right Guarantor may have to require that an action be brought against Franchisee or any other person or entity as a condition of liability hereunder; (e) all rights to payments and claims for reimbursement or subrogation which any of the undersigned may have against Franchisee arising as a result of the execution of and performance under this Guaranty by the undersigned; (f) any law which requires that CNS Franchising make demand upon, assert claims against or collect from Franchisee or any other person or entity (including any other guarantor), foreclose any security interest, sell collateral, exhaust any remedies or take any other action against Franchisee or any other person or entity (including any other guarantor) prior to making any demand upon, collecting from or taking any action against the undersigned with respect to this Guaranty; and (g) any and all other notices and legal or equitable defenses to which Guarantor may be entitled.
- 2. Confidential Information. With respect to all Confidential Information Guarantor shall (a) adhere to all security procedures prescribed by CNS Franchising for maintaining confidentiality, (b) disclose such information to its employees only to the extent necessary for the operation of the Business;
Source: Item 22 — CONTRACTS (FDD pages 50–51)
What This Means (2024 FDD)
According to Crab N Spice's 2024 Franchise Disclosure Document, the Guarantor owns an equity interest in the Franchisee. The Guarantor executes a Guaranty and Non-Compete Agreement to induce CNS Franchising to enter into the Franchise Agreement with the Franchisee. If the Franchisee is an entity, each owner must sign a personal guaranty of the Franchisee's obligations to CNS Franchising, as detailed in Attachment 2 of the agreement.
The Guarantor is bound by confidentiality obligations, agreeing to adhere to security procedures, limit information disclosure to employees, and protect confidential information during and after the Franchise Agreement term. The Guarantor also acknowledges that all customer data generated or obtained is Confidential Information belonging to CNS Franchising.
The Guarantor is subject to non-compete restrictions during the Franchise Agreement term, preventing them from having any ownership interest in or being employed by any competitor. Post-term, for two years after the agreement expires or is terminated (or after a transfer by the Guarantor), the Guarantor is restricted from involvement with any competitor within five miles of the Franchisee's territory or any other Crab N Spice business operating at the time of termination or transfer.