How are terms related to number and gender interpreted in the Dog Haus Area Development Agreement?
Dog_Haus Franchise · 2025 FDDAnswer from 2025 FDD Document
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DOG HAUS WORLDWIDE, LLC
EXHIBIT B
AREA DEVELOPMENT AGREEMENT
TABLE OF CONTENTS
| | ARTICLE | | PAGE | |-----|-----------|---------------------------------------------------------|------| | 1. | | DEFINITIONS1 | | | 2. | | EXCLUSIVE LICENSE6 | | | 3. | | TERM9 | | | 4. | | PAYMENTS BY AREA DEVELOPER9 | | | 5. | | INITIAL SERVICES AND ONGOING OBLIGATIONS OF FRANCHISOR9 | | | 6. | | OBLIGATIONS OF AREA DEVELOPER 10 | | | 7. | | DOG HAUS MARKS 10 | | | 8. | | CONFIDENTIAL INFORMATION 12 | | | 9. | | TRANSFER OF INTEREST 14 | | | 10. | | TRANSFER BY AREA DEVELOPER IN BANKRUPTCY 18 | | | 11. | | DEFAULT AND TERMINATION 18 | | | 12. | | OBLIGATIONS UPON TERMINATION OR EXPIRATION 20 | | | 13. | | COVENANTS 20 | | | 14. | | INDEPENDENT CONTRACTOR AND INDEMNIFICATION 22 | | | 15. | | DISPUTE RESOLUTION 24 | | | 16. | | ANTI-TERRORISM LAWS 27 | | | 17. | | NOTICES 28 | | | 18. | EXHIBIT A EXHIBIT B EXHIBIT C | ACKNOWLEDGMENTS 28 EXHIBITS DEVELOPMENT INFORMATION ENTITY INFORMATION DISCLOSURE GUARANTEE OF AREA DEVELOPMENT AGREEMENT | |
THIS AREA DEVELOPMENT AGREEMENT (the "Agreement") is made and entered into as of the "Effective Date" set forth on Exhibit A, by and between DOG HAUS WORLDWIDE, LLC, a California limited liability company ("Franchisor"), on the one hand, and the individuals or Entity identified as "Area Developer" on Exhibit A, on the other hand, who are individually referred to in this Agreement as a "Party", and collectively referred to in this Agreement as "Parties", with reference to the following facts:
- Α. Franchisor and its predecessor and Affiliate have developed the "Dog Haus System" for the establishment and operation of fast casual restaurants that offer freshly prepared, cooked to order, high quality proprietary gourmet hot dogs, sausages, hamburgers, chicken and plant-based food products accompanied by Franchisor's proprietary sauces and a variety of other related food products, side dishes and alcoholic and non-alcoholic beverages for both on-premises and off-premises consumption under the trade name and service mark "Dog Haus" and other related trademarks, service marks, logos and commercial symbols, and the trade dress used to identify Dog Haus Restaurants, including the unique and distinctive interior and exterior building designs, color schemes, furniture, fixtures and accessories present in Dog Haus Restaurants (collectively, the "Dog Haus Marks").
- Franchisor desires to expand and develop "Dog Haus Biergarten", "Dog Haus Fast Casual", and/or "Dog Haus Remote Kitchen" ("Dog Haus Restaurants") in the Development Area and Area Developer desires to develop, open and operate Dog Haus Restaurants in the Development Area in accordance with the terms of this Agreement.
NOW, THEREFORE, IT IS AGREED:
1.
Source: Item 23 — RECEIPTS (FDD pages 87–328)
What This Means (2025 FDD)
Based on the 2025 Dog Haus Franchise Disclosure Document, the terms "Party", "Parties", "Owner", and "Owners" are specifically defined within the Area Development Agreement. The agreement clarifies that "Party" refers to either the Franchisor (Dog Haus Worldwide, LLC) or the Area Developer individually. Conversely, "Parties" collectively refers to both the Franchisor and the Area Developer together.
Regarding ownership, "Owner" is defined as each individual listed on Exhibit B of the agreement, as well as any future direct or indirect shareholder, member, general or limited partner, trustee, or other equity owner of the Area Developer. If the Area Developer is an entity, each Owner and each Owner's spouse must jointly and severally guarantee the Area Developer's obligations under the agreement, as detailed in Exhibit C.
Furthermore, the document defines a "Principal Owner" as the individual designated by the Area Developer on Exhibit B and accepted by Dog Haus. This person acts as the authorized representative and liaison with Dog Haus, possessing the authority to act on behalf of the Area Developer in all matters without requiring the participation of any other Owner, provided they own at least ten percent of the equity of the Area Developer. These definitions provide clarity on who is bound by the agreement and who represents the Area Developer in dealings with Dog Haus.