For Afuri Ramen Dumpling, what must each owner of a franchisee entity do regarding the agreement?
Afuri_Ramen_Dumpling Franchise · 2024 FDDAnswer from 2024 FDD Document
If you are a corporation, limited liability company or other business entity, then this Agreement should be signed by a company officer or owner authorized to sign on behalf of the company. Additionally, this Agreement must be signed by all officers and owners of the company as individuals.
Exhibit I to Afuri Franchise Disclosure Document
PERSONAL GUARANTY AGREEMENT
Each of the undersigned waives: (1) acceptance and notice of acceptance by the Franchisor of the foregoing undertakings; (2) notice of demand for payment of any indebtedness or nonperformance of any obligations guaranteed; (3) protest and notice of default to any party with respect to the indebtedness or nonperformance of any obligations guaranteed; (4) any right the undersigned may otherwise have to require that an action be brought against the Franchisee or any other person as a condition of liability.
Source: Item 23 — Receipts (FDD pages 50–189)
What This Means (2024 FDD)
According to Afuri Ramen Dumpling's 2024 Franchise Disclosure Document, if the franchisee is a corporation, limited liability company, or other business entity, the agreement must be signed by a company officer or owner authorized to sign on behalf of the company. Additionally, the agreement must be signed by all officers and owners of the company as individuals. This indicates that Afuri Ramen Dumpling requires all individuals with ownership or officer roles in a franchisee entity to be personally bound by the terms of the franchise agreement.
This requirement is further reinforced by the inclusion of a Personal Guaranty Agreement as Exhibit I to the Franchise Disclosure Document. This agreement requires each undersigned party to waive certain rights, including acceptance and notice of acceptance by the Franchisor, notice of demand for payment, protest and notice of default, and any right to require action against the Franchisee or any other person as a condition of liability. This personal guarantee ensures that the franchisor, Afuri Ramen Dumpling, has recourse to the personal assets of the owners and officers if the franchisee entity defaults on its obligations.
In practical terms, this means that prospective Afuri Ramen Dumpling franchisees who plan to operate under a corporate or LLC structure should be aware that they, as individual owners and officers, will be held personally responsible for the franchise's performance and adherence to the franchise agreement. This is a common practice in franchising, as it provides an additional layer of security for the franchisor and ensures that the individuals with a vested interest in the business are fully committed to its success. Franchisees should carefully review the Personal Guaranty Agreement and understand the full extent of their personal obligations before signing the franchise agreement.