What duty is the Area Developer bound by within the terms of any provision of the Face Foundrie agreement?
Face_Foundrie Franchise · 2025 FDDAnswer from 2025 FDD Document
- 14.4 Full Scope of Terms.
Area Developer expressly agrees to be bound by any promise or covenant imposing the maximum duty permitted by law which is subsumed within the terms of any provision hereof, as though it were separately articulated in and made a part of this Agreement, that may result from striking from any of the provisions hereof any portion or portions which a court or agency having valid jurisdiction may hold to be unreasonable and unenforceable in an unappealed final decision to which Franchisor is a party, or from reducing the scope of any promise or covenant to the extent required to comply with such a court or agency order.
Source: Item 23 — RECEIPTS (FDD pages 74–257)
What This Means (2025 FDD)
According to Face Foundrie's 2025 Franchise Disclosure Document, the Area Developer expressly agrees to be bound by any promise or covenant imposing the maximum duty permitted by law. This duty is applicable within the terms of any provision of the agreement. This means the Area Developer is held to the highest legal standard in fulfilling their obligations under the agreement.
This obligation applies as if it were specifically written into the agreement. It accounts for any portions of the agreement that a court might deem unreasonable or unenforceable. If a court finds part of the agreement unreasonable, the Area Developer is still bound to the maximum duty permitted by law within the remaining, enforceable provisions.
This clause ensures that Face Foundrie can enforce the Area Development Agreement to the fullest extent legally possible, even if specific terms are modified or removed by a court. For a prospective Area Developer, this highlights the importance of thoroughly understanding all aspects of the agreement and seeking legal counsel to fully grasp the implications of this broad duty.