Where in the Potbelly Sandwich Works FDD is the term 'Guarantor' defined?
Potbelly_Sandwich_Works Franchise · 2025 FDDAnswer from 2025 FDD Document
This ASSET PURCHASE AGREEMENT (this "Agreement") is made as of [], 2024, by and among POTBELLY SANDWICH WORKS, LLC, an Illinois limited liability company ("Seller"), [], an [] ("Purchaser"), and [] ("Guarantor"). Seller, Purchaser and Guarantor are sometimes referred to herein individually as a "Party" and collectively as the "Parties".
Source: Item 23 — RECEIPTS (FDD pages 79–355)
What This Means (2025 FDD)
According to the 2025 Potbelly Sandwich Works FDD, the term 'Guarantor' is not explicitly defined within the provided excerpts. However, the term 'Guarantor' appears in the context of an Asset Purchase Agreement, where a Guarantor is listed as one of the parties involved, alongside the Seller (Potbelly Sandwich Works, LLC) and the Purchaser.
The FDD excerpts indicate that the Guarantor has certain obligations and responsibilities, such as irrevocably waiving presentment, demand, protest, and notice, and providing a continuing guarantee of payment and performance of the Guaranteed Obligations. The Guarantor also agrees to indemnify and reimburse the Seller for costs and expenses incurred in enforcing rights under Section 12.16 of the agreement.
While the excerpts do not provide a formal definition of 'Guarantor,' they do outline some of the Guarantor's duties and the legal implications of acting as one. A prospective franchisee should seek clarification from Potbelly Sandwich Works regarding the specific requirements and qualifications for a Guarantor, as well as the extent of their financial and legal obligations under the Franchise Agreement and related documents. This is especially important if the franchisee intends to involve a Guarantor in their franchise venture.