Does the Fat Shack franchise agreement include future liabilities, obligations, and indebtedness of the franchisee to FSI or third parties, and does this include renewals or extensions of the agreement?
Fat_Shack Franchise · 2025 FDDAnswer from 2025 FDD Document
EXHIBIT V TO FRANCHISE AGREEMENT
GUARANTY AND ASSUMPTION OF FRANCHISEE'S OBLIGATIONS
- A. In consideration of, and as an inducement to, the execution of the above Franchise Agreement ("Franchise Agreement") by FAT SHACK INC. ("FSI"), each of the undersigned hereby personally and unconditionally:
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- Guarantees to FSI and its successors and assigns, for the term of the Franchise Agreement, including renewals thereof, that franchisee named on the signature page ("Franchisee") shall punctually pay and perform each and every undertaking, agreement and covenant set forth in the Franchise Agreement; and
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- Agrees to be personally bound by, and personally liable for the breach of, each and every provision in the Franchise Agreement, including but not limited to, the terms of the articles and sections pertaining to non-competition during and after the term, confidentiality and the Marks and copyrighted works of FSI.
- B. Each of the undersigned waives the following:
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- Acceptance and notice of acceptance by FSI of the foregoing undertaking;
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- Notice of demand for payment of any indebtedness or nonperformance of any obligations hereby guaranteed;
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- Protest and notice of default to any party with respect to the indebtedness or nonperformance of any obligations hereby guaranteed;
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- Any right he or she may have to require that any action be brought against Franchisee or any other person as a condition of liability; and
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- Notice of any amendment, modification, deletion or addition of any term or condition of or to any of the obligations hereby guaranteed.
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- Notice of any termination as to future liability of any other guarantor.
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- Any and all other notices and legal or equitable defenses to which he or she may be entitled.
- C. Each of the undersigned consents and agrees that:
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- His or her direct and immediate liability under this guaranty will be joint and several;
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- He or she will render any payment or performance required under the Franchise Agreement upon demand if Franchisee fails or refuses punctually to do so;
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- His or her liability hereunder will not be contingent or conditioned upon pursuit by FSI of any remedies against Franchisee or any other person; and
Source: Item 23 — Receipts (FDD pages 53–223)
What This Means (2025 FDD)
According to the 2025 Fat Shack Franchise Disclosure Document, the franchise agreement does address the franchisee's obligations, liabilities, and potential indebtedness to Fat Shack Inc. (FSI) and third parties, including during renewals. Specifically, a Guaranty and Assumption of Franchisee's Obligations is required, where the undersigned guarantees to FSI that the franchisee will punctually pay and perform every agreement and covenant in the Franchise Agreement for the term of the agreement, including renewals.
This means that individuals signing the guaranty are personally bound by and liable for any breaches of the Franchise Agreement, including non-competition, confidentiality, and the use of Fat Shack's marks and copyrighted works. The guarantor waives several rights, including the right to demand action against the franchisee before being held liable. This obligation extends to any indebtedness or nonperformance of obligations guaranteed under the agreement.
Furthermore, the franchisee is required to indemnify, defend, and hold harmless FSI and its affiliates from any claims, obligations, and liabilities arising from the operation of the Fat Shack restaurant. This includes third-party obligations and any claims arising from the use of Fat Shack's marks and licensed methods. This indemnification continues even after the termination or expiration of the agreement.
In essence, a Fat Shack franchisee faces potential future liabilities and obligations to both FSI and third parties, and these obligations are reinforced by a personal guaranty that extends through any renewals of the franchise agreement. This arrangement places a significant responsibility on the franchisee and any guarantors to ensure full compliance with the agreement's terms and conditions.