When does the Crepe De Licious Area Development Agreement Guarantee, Indemnification, and Acknowledgment terminate?
Crepe_De_Licious Franchise · 2025 FDDAnswer from 2025 FDD Document
er investigation, court costs, and fees and expenses) resulting from, consisting of, or arising out of or in connection with any failure by Area Developer to perform any obligation of Area Developer under the Agreement, any amendment thereto, or any other agreement executed by Area Developer referred to therein.
The undersigned each hereby jointly and severally acknowledge and expressly agree to be individually bound by all of the covenants contained in the Agreement, and acknowledge and agree that this Guarantee does not grant the undersigned any right to use the "Crepe Delicious" marks or system.
This Guarantee shall terminate upon the termination or expiration of the Agreement, except that all obligations and liabilities of the undersigned which arose from events which occurred on or before the effective date of such termination shall remain in full force and effect until satisfied or discharged by the undersigned, and all covenants which by their terms continue in force after the expiration or termination of the Agreement shall remain in force according to their terms. Upon the death of an individual guarantor, the estate of such guarantor shall be bound by this Guarantee, but only for defaults and obligations hereunder existing at the time of death; and the obligations of the other guarantors will continue in full force and effect.
The undersigned represents and warrants to Franchisor that neither the undersigned (including, without limitation, any and all of its employees, directors, officers and other representatives)
Source: Item 22 — CONTRACTS (FDD page 57)
What This Means (2025 FDD)
According to Crepe De Licious's 2025 Franchise Disclosure Document, the Guarantee, Indemnification, and Acknowledgment tied to the Area Development Agreement terminates upon the termination or expiration of the Area Development Agreement itself. However, this termination does not release the guarantor from obligations and liabilities that arose before the termination date; these remain in effect until fulfilled. Additionally, any covenants within the Area Development Agreement that are explicitly stated to continue after the agreement's termination will remain in force according to their specific terms.
For a prospective Crepe De Licious area developer, this means that even after the Area Development Agreement ends, certain financial responsibilities and promises made in the agreement could still apply. For example, if Crepe De Licious terminates the agreement due to the area developer's failure to meet development schedules, the guarantee ensures that Crepe De Licious can still pursue the guarantor for any outstanding fees or damages resulting from the breach.
Furthermore, in the event of the death of an individual guarantor, their estate remains bound by the Guarantee, but only for defaults and obligations that existed at the time of death. The obligations of any other guarantors will continue unaffected. This clause ensures that Crepe De Licious has recourse even if a guarantor's personal circumstances change.
This section of the FDD also specifies that any notices related to the guarantee must be in writing and delivered as outlined in Section 10 of the Area Development Agreement. The terms used in the Guarantee have the same meaning as in the Area Development Agreement, and Delaware law governs its interpretation and construction, giving Crepe De Licious a consistent legal framework for enforcing the guarantee.