Who is jointly and severally liable for obligations under the Degree Wellness agreement and the Personal Guaranty and Undertaking?
Degree_Wellness Franchise · 2025 FDDAnswer from 2025 FDD Document
- 17.15 Joint and Several Liability. If two (2) or more persons are the Franchise Owner under this Agreement, their obligation and liability to us shall be joint and several.
Each Guarantor hereby consents and agrees that: (1) such Guarantor's undertaking shall be direct, immediate and independent of the liability of, and shall be joint and several with, Developer and any other Guarantors; (2) Guarantor shall render any payment or performance required under the Development Agreement upon demand if Developer fails or refuses punctually to do so; (3) Guarantor's liability shall not be contingent or conditioned upon pursuit by Franchisor of any remedies against Developer or any other person; (4) Guarantor's liability shall not be diminished, relieved or otherwise affected by any extension of time, credit or other indulgence which Franchisor may grant to Developer or to any other person, including the acceptance of any partial payment or performance, or the compromise or release of any claims, none of which shall in any way modify or amend this guaranty, which shall be continuing and irrevocable during the term of the Development Agreement; (5) this undertaking will continue unchanged by the occurrence of any bankruptcy with respect to Developer or any assignee or successor of Developer or by any abandonment of the Development Agreement by a trustee of Developer; (6) neither the Guarantor's obligations to make payment or render performance in accordance with the terms of this undertaking nor any remedy for enforcement shall be impaired, modified, changed, released or limited in any manner whatsoever by any impairment, modification, change, release or limitation of the liability of Developer or its estate in bankruptcy or of any remedy for enforcement, resulting from the operation of any present or future provision of the U.S. Bankruptcy Act or other statute, or from the decision of any court or agency; (7) Franchisor may proceed against Guarantor and Developer jointly and severally, or Franchisor may, at its option, proceed against Guarantor, without having commenced any action, or having obtained any judgment against Developer; and (8) Guarantor shall pay all reasonable attorneys' fees and all costs and other expenses incurred in any collection or attempt to collect amounts due pursuant to this undertaking or
Source: Item 23 — Receipts (FDD pages 66–257)
What This Means (2025 FDD)
According to Degree Wellness's 2025 Franchise Disclosure Document, if two or more persons are the Franchise Owner under the agreement, their obligation and liability to Degree Wellness is joint and several. This means that each individual is fully responsible for all the obligations. Degree Wellness can pursue any one or all of them to fulfill the entire obligation.
Additionally, each Guarantor's undertaking is direct, immediate, and independent of the liability of the Developer and any other Guarantors, and is also joint and several. This means that each guarantor is fully responsible for the obligations, and Degree Wellness can pursue any one or all of the guarantors to fulfill the entire obligation, regardless of whether they pursue the Developer.
This arrangement protects Degree Wellness by ensuring that there are multiple parties responsible for fulfilling the obligations, increasing the likelihood that Degree Wellness will receive full payment or performance. For a prospective franchisee, this means that if they are entering into the agreement with partners or require a guarantor, they need to understand that they are taking on full responsibility for the entire obligation, not just a portion.