Are there any circumstances under which an Amorino franchisee is not responsible for paying taxes related to the franchised business?
Amorino Franchise · 2025 FDDAnswer from 2025 FDD Document
eration of the Store, including sales taxes, use taxes, personal property taxes, real property taxes, and excise taxes. To the extent any such taxes are required by law to be collected from you and paid over by Amorino or any of its Affiliates to a taxing authority (a) on account of revenue from the sale of all products and services related to the Franchised Business and all other income of any kind related to the Franchised Business, or (b) on account of the initial franchise fee or any other fee paid by you to Amorino or its Affiliates, then Amorino may elect in its discretion to collect the amount of such taxes from you and promptly pay the tax collections to the appropriate tax authority; provided, however, that unless Amorino so elects, it shall be your responsibility to pay all such taxes directly to the appropriate tax authority. To the extent that we or any of our Affiliates must pay any such taxes to any tax authority and have not received or collected the amount of such taxes from you prior to the date such taxes are due, we or any of our Affiliates may elect to pay such taxes and you shall reimburse us or such Affiliate in accordance with Section 6. Nothing in this subsection, or elsewhere, shall require you to pay or reimburse us or our Affiliates, for our or their income or other taxes of a similar nature.
- J. Third Party Payments. You agree to pay when due any and all payments or fees payable to third parties (including any Affiliates of Amorino) such as vendors, suppliers, lenders, and lessors in connection with your operation of the Store, including amounts payable on account of rent, taxes (as further described in Section 6), indebtedness incurred by you in operating the Store, furnishings, fixtures or equipment, Proprietary Products you may purchase, and any other items required to operate the Store.
- K. No Withholding or Set-Off Rights. You may not set off, deduct or otherwise withhold any fees or other amounts due to Amorino under this Agreement on grounds of alleged nonperformance by Amorino of any of its obligations or for any other reason.
- L. Payment Terms.
Source: Item 22 — CONTRACTS (FDD pages 80–81)
What This Means (2025 FDD)
According to Amorino's 2025 Franchise Disclosure Document, franchisees are generally responsible for paying all taxes related to the franchised business. However, there are specific instances where Amorino may elect to collect and remit certain taxes on behalf of the franchisee.
Specifically, if legally required, Amorino can collect taxes from the franchisee related to the sale of products and services from the franchised business, as well as taxes on the initial franchise fee or any other fees paid to Amorino. If Amorino chooses to do so, they will collect these taxes from the franchisee and remit them to the appropriate tax authority. However, if Amorino does not elect to collect these taxes, the franchisee is directly responsible for paying them.
Additionally, the FDD clarifies that franchisees are not required to pay or reimburse Amorino for Amorino's income taxes or similar taxes. Franchisees are also responsible for paying all payments or fees payable to third parties, including taxes, in connection with the operation of the store. Furthermore, revenue collected from customers in the form of sales tax, federal, state, county, or city taxes, excise tax, or other similar tax collected from customers that you owe to governmental entities must be reported to Amorino, but is excluded from Gross Revenue for the purpose of computing the royalty fee.