What rights does Epcon Communities Franchising, LLC have as a third-party beneficiary of the Sublicense Agreement?
Epcon_Communities Franchise · 2025 FDDAnswer from 2025 FDD Document
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- **ACKNOWLEDGMENT OF EXISTENCE OF THIRD-PARTY BENEFICIARY OF THIS AGREEMENT, EPCON COMMUNITIES FRANCHISING, LLC.
FRANCHISEE AND SUBLICENSEE ACKNOWLEDGE AND AGREE THAT EACH CONTEMPLATES AND INTENDS THAT: (A) THIS AGREEMENT AND ITS SPECIFIC PROVISIONS ARE INTENDED DIRECTLY AND PRIMARILY TO BENEFIT FRANCHISOR, AND FRANCHISOR IS INTENDED TO BE, AND SHALL BE, A THIRD-PARTY BENEFICIARY OF THIS AGREEMENT; (B) SUBLICENSEE, IN EXECUTING THIS AGREEMENT, SHALL ASSUME A DIRECT OBLIGATION TO FRANCHISOR, AS SUCH THIRD-PARTY BENEFICIARY, TO PERFORM CERTAIN OF FRANCHISEE'S OBLIGATIONS UNDER THE FRANCHISE AGREEMENT; AND (C) FRANCHISOR, AS SUCH THIRD-PARTY BENEFICIARY, SHALL BE CONFERRED WITH THE RIGHTS, IN ITS SOLE DISCRETION, TO ITSELF TAKE ANY ACTION OR PURSUE ANY REMEDY THAT IT DEEMS NECESSARY IN ORDER TO ENFORCE THE PROVISIONS HEREOF OR OF THE FRANCHISE AGREEMENT AND TO WHICH IT WOULD BE ENTITLED AS A PARTY ENFORCING THIS AGREEMENT.
FRANCHISOR SHALL BE ENTITLED TO ANY REMEDIES AVAILABLE AT LAW, IN EQUITY, OR PROVIDED IN THE FRANCHISE AGREEMENT FOR ANY BREACH BY SUBLICENSEE OF ANY PROVISION HEREOF OR OF ANY MARKET AREA AGREEMENT.**
Source: Item 23 — RECEIPTS (FDD pages 86–280)
What This Means (2025 FDD)
According to the 2025 FDD, Epcon Communities Franchising, LLC is a third-party beneficiary of the Sublicense Agreement. As such, the Franchisee and Sublicensee acknowledge that the Sublicense Agreement is intended to directly and primarily benefit Epcon Communities. The Sublicensee assumes a direct obligation to Epcon Communities to perform certain of the Franchisee's obligations under the Franchise Agreement.
Epcon Communities, as a third-party beneficiary, has the right to take any action or pursue any remedy it deems necessary to enforce the provisions of the Sublicense Agreement or the Franchise Agreement. This includes any action to which it would be entitled as a party enforcing the Sublicense Agreement.
Epcon Communities is entitled to any remedies available at law, in equity, or provided in the Franchise Agreement for any breach by the Sublicensee of any provision of the Sublicense Agreement or any Market Area Agreement. This ensures that Epcon Communities has broad legal recourse if the Sublicensee fails to meet its obligations.