If the Hardees Developer is an individual or a partnership of individuals, what is the liability of each individual for the performance and breach of the Franchise Agreement?
Hardees Franchise · 2025 FDDAnswer from 2025 FDD Document
If Developer is an individual, or a partnership comprised solely of individuals, Developer makes the following additional representations and warranties: (A) each individual has executed this Agreement; (B) each individual shall be jointly and severally bound by, and personally liable for the timely and complete performance and a breach of, each and every provision of this Agreement; and (C) notwithstanding any transfer for convenience of ownership, pursuant to Section 10.D., each individual shall continue to be jointly and severally bound by, and personally liable for the timely and complete performance and a breach of, each and every provision of this Agreement.
Source: Item 23 — Receipts (FDD pages 85–541)
What This Means (2025 FDD)
According to Hardees' 2025 Franchise Disclosure Document, if the Developer is an individual or a partnership of individuals, each individual must execute the Franchise Agreement. Each individual will be jointly and severally bound by, and personally liable for, the timely and complete performance and a breach of, each and every provision of the Agreement.
This means that each individual is fully responsible for ensuring all aspects of the Franchise Agreement are fulfilled. If Hardees suffers damages due to a breach of the agreement, Hardees can pursue any or all of the individuals for the full amount of the damages, regardless of their internal partnership arrangements.
Even if ownership is transferred for convenience, each individual remains jointly and severally bound and personally liable for the performance and any breach of the Franchise Agreement. This ensures that Hardees has recourse to the original individuals who entered into the agreement, regardless of subsequent ownership changes.