Are the covenants, restrictions, and limitations in the Face Foundrie agreement binding upon the franchisee's heirs?
Face_Foundrie Franchise · 2025 FDDAnswer from 2025 FDD Document
19.01 Successors and Third-Party Beneficiaries. This Agreement and the covenants, restrictions and limitations contained herein shall be binding upon and shall inure to the benefit of Franchisor and its successors and assigns and shall be binding upon and shall inure to the benefit of Franchisee and its permitted heirs, successors and assigns. Except as contemplated by Section 17.02, nothing in this Agreement is intended,
nor is deemed, to confer any rights or remedies upon any Person not a party hereto. This Agreement is, however, intended to bind the Restricted Parties to the extent set forth in this Agreement.
Source: Item 22 — CONTRACTS (FDD pages 73–74)
What This Means (2025 FDD)
According to Face Foundrie's 2025 Franchise Disclosure Document, the franchise agreement and its included covenants, restrictions, and limitations are binding upon the franchisee and their permitted heirs. This means that the legal obligations and restrictions outlined in the franchise agreement will extend to the franchisee's heirs, successors, and assigns, ensuring continuity and adherence to the agreement's terms even in cases of inheritance or transfer of the franchise.
This provision ensures that Face Foundrie can maintain consistency and protect its brand standards even if the franchise ownership changes due to inheritance. The heirs of the franchisee must abide by the original agreement's terms, which may include operational standards, marketing guidelines, and confidentiality clauses. This can be a significant consideration for potential franchisees, as it impacts the long-term implications of the franchise agreement for their families.
However, the FDD also states that the Guaranty signed by an individual guarantor will bind the estate of such guarantor upon their death, but only for defaults and obligations existing at the time of death. This suggests a limitation on the extent to which the estate is responsible, focusing on existing liabilities rather than future obligations. This provides some clarity regarding the financial responsibilities of the estate in the event of the guarantor's death.
Prospective franchisees should carefully review these sections of the Face Foundrie franchise agreement with their legal advisors to fully understand the implications of these clauses, especially concerning their heirs and estate. Understanding the extent to which the agreement binds their heirs and the limitations on those obligations is crucial for making an informed decision about investing in a Face Foundrie franchise.