What is the 'Premises' defined as in the Amorino Collateral Assignment of Lease?
Amorino Franchise · 2025 FDDAnswer from 2025 FDD Document
| THIS COLLATERAL ASSIGNMENT OF LEASE (this "Assignment") is entered into as of, |
|---|
| 20, between("Franchisee") |
| and |
| CPUSA, LLC, a |
| Delaware limited liability |
| company ("Franchisor") |
| Subject to the provisions hereof, Franchisee, to secure its obligations to the Franchisor under |
| the franchise agreement between the Franchisor and Franchisee for the operation of an Amorino |
| Store or Outlet, dated, 20 (the "Franchise Agreement") and under every |
| agreement between Franchisee and the Franchisor, hereby assigns, transfers and sets over unto |
| Franchisor and/or such person(s)/entity(ies) as Franchisor may from time-to-time designate all of |
| Franchisee's right, title and interest, whether as tenant or otherwise, in, to and under that certain |
| lease (the "Lease"), a copy is attached to this Assignment, dated, 20, between |
| Franchisee and ("Landlord"), respecting |
| that property commonly known as |
| (the "Premises"). The Franchisor shall have no liabilities or obligations of any kind arising from, |
| or in connection with, this Assignment, the Lease or otherwise (including, but not limited to, any |
| obligation to pay rent and/or other amounts) until and unless |
| the Franchisor, at the Franchisor's |
| option and in its sole discretion, takes possession of the Premises pursuant to the terms hereof and |
| expressly (and in writing) assumes the rights and obligations of Franchisee under the Lease. The |
| Franchisor is only responsible for those obligations accruing after the date of such assumption. |
Source: Item 22 — CONTRACTS (FDD pages 80–81)
What This Means (2025 FDD)
According to Amorino's 2025 Franchise Disclosure Document, the 'Premises' in the Collateral Assignment of Lease refers to the physical property where the Amorino store or outlet will operate. The document specifies that the franchisee's rights, title, and interest in the lease for this property are assigned to Amorino as security for the franchisee's obligations under the franchise agreement.
This assignment ensures that Amorino has a mechanism to protect its interests if the franchisee defaults on their obligations. However, Amorino assumes no liabilities or obligations related to the lease until it takes possession of the premises and expressly assumes the franchisee's rights and obligations in writing. This means that the franchisee remains responsible for rent and other lease-related amounts until Amorino decides to step in.
For a prospective Amorino franchisee, this clause highlights the importance of understanding the lease agreement and the potential consequences of default. While Amorino's collateral assignment provides them with a degree of control, it also places the initial burden of lease obligations squarely on the franchisee. It is important to note that the landlord must provide a copy of the Collateral Lease Assignment to any actual and/or prospective purchaser of the Premises.