What right does All County reserve regarding the Managing Owner's authority?
All_County Franchise · 2025 FDDAnswer from 2025 FDD Document
You acknowledge and agree that your owners and you will grant to one individual (the "Managing Owner"), the authority to legally bind you in any dealings with us, or our affiliates, and to direct any action necessary to ensure compliance with this Agreement and any other agreements relating to the Business.
The Managing Owner, at all times during the Term of the Agreement, shall maintain management control of the Business, or shall have like authority, ownership, managerial control and voting power in any limited liability company, partnership, or other form of entity, unless otherwise agreed upon in writing by us.
You will notify us thirty (30) days in advance of any change in the identity of the Managing Owner.
Where such change results from the death or incapacity of the Managing Owner, you shall immediately notify us of such death or incapacity, and you will appoint a new Managing Owner within sixty (60) days after such death or incapacity.
We reserve the right to review and disapprove of any newly appointed Managing Owner within ten (10) days of notice.
We reserve the right to review and approve the authority of the Managing Owner with respect to your Articles of Organization, LLC Operating Agreement, Partnership Agreement, Shareholders Agreement, or similar documents.
Neither you nor your owners will, directly or indirectly, take any action to avoid or restrict the authority requirement for the Managing Owner.
Source: Item 23 — Receipts (FDD pages 43–157)
What This Means (2025 FDD)
According to All County's 2025 Franchise Disclosure Document, All County retains specific rights regarding the Managing Owner's authority. The franchisee and their owners must designate one individual as the "Managing Owner," who has the authority to legally bind the franchisee in dealings with All County and ensure compliance with all agreements. All County reserves the right to review and disapprove any newly appointed Managing Owner within ten days of notice.
Furthermore, All County reserves the right to review and approve the authority of the Managing Owner as it is defined in the franchisee's organizational documents, such as Articles of Organization, LLC Operating Agreement, Partnership Agreement, or Shareholders Agreement. This provision ensures that the Managing Owner has sufficient authority to meet the obligations outlined in the franchise agreement. The franchisee and their owners are prohibited from taking any actions that could avoid or restrict the Managing Owner's required authority.
These stipulations are important for prospective franchisees to understand, as All County maintains oversight over who the Managing Owner is and the scope of their authority. This control helps All County ensure that each franchise operates in accordance with the franchise agreement and maintains consistent standards across all locations. Franchisees should be aware that any changes to the Managing Owner or their authority are subject to All County's approval.