Under the Learningrx Guaranty and Assumption of Obligations, what rights are waived by the undersigned?
Learningrx Franchise · 2025 FDDAnswer from 2025 FDD Document
Each of the undersigned waives: (i) acceptance and notice of acceptance by Franchisor of the foregoing undertakings; (ii) notice of demand for payment of any indebtedness or non-performance of any obligations hereby guaranteed; (iii) protest and non-performance of any obligations hereby guaranteed; (iv) any right it may have to require that an action be brought against Franchisee or any other person as a condition of liability; and (v) any and all other notices and legal or equitable defenses to which it may be entitled.
Each of the undersigned consents and agrees that: (i) his/her direct and immediate liability under this guaranty shall be joint and several; (ii) he or she shall render any payment or performance required under the Agreement upon demand if Franchisee fails or refuses punctually to do so; (iii) such liability shall not be contingent or conditioned upon pursuit by Franchisor of any remedies against Franchisee or any other person; and (iv) such liability shall not be diminished, relieved or otherwise affected by any extension of time, credit, or other indulgence which Franchisor may from time-to-time grant to Franchisee or to any other person, including without limitation the acceptance of any partial payment or performance, or the compromise or release of any claims, none of which shall in any way modify or amend this guaranty, which shall be continuing and irrevocable during the term of the Agreement.
Source: Item 23 — RECEIPT (FDD pages 54–209)
What This Means (2025 FDD)
According to Learningrx's 2025 Franchise Disclosure Document, the undersigned, typically a spouse or domestic partner of the franchisee owner, waives several rights under the Guaranty and Assumption of Obligations. These waivers are designed to ensure the franchisor, Learningrx Franchise Corporation, has recourse to enforce the franchise agreement.
Specifically, the undersigned waives: (i) acceptance and notice of acceptance by Learningrx of the undertakings; (ii) notice of demand for payment of any debt or non-performance of any guaranteed obligations; (iii) protest and non-performance of any guaranteed obligations; (iv) any right to require that an action be brought against the franchisee or any other person as a condition of liability; and (v) any and all other notices and legal or equitable defenses to which they may be entitled.
Furthermore, the undersigned consents and agrees to several conditions. Their direct liability is joint and several, meaning they can be held individually responsible for the entire debt. They must render payment or performance if the franchisee fails to do so, upon demand. This liability is not contingent upon Learningrx pursuing remedies against the franchisee first. The liability will not be affected by any extensions of time, credit, or other allowances Learningrx may grant to the franchisee, including accepting partial payments or releasing claims. The guaranty remains continuing and irrevocable during the term of the agreement.