Under the Sales Agency Agreement, what role is the Annex Brands franchisee engaged to act as?
Annex_Brands Franchise · 2025 FDDAnswer from 2025 FDD Document
| This Sales Agency Agreement ("Agreement") is entered into by and between Annex Brands, Inc. ("Franchisor"), who is a Non-Vessel Operating Common Carrier ("NVOCC") under the Federal Maritime Commission OTI License No. 023289NF, and |
|---|
| ("Franchisee") regarding Franchisee's engagement by Franchisor to act as a sales agent ("Ocean |
| Freight Broker") as set forth below. |
| Federal shipping regulations define an Ocean Freight Broker as an entity which is engaged by a |
| carrier (NVOCC) to secure cargo for such carrier and/or to sell or offer for sale ocean |
| transportation services, and which holds itself out to the public as one who negotiates between |
| shipper or consignee and carrier for the purchase, sale, conditions and terms of transportation. (See |
| 46 CFR Sec. 5152(n).) |
| Franchisee hereby acknowledges that it is NOT an ocean freight forwarder or an NVOCC, and that |
| it does not provide, and will not provide, either ocean freight forwarding or NVOCC services. |
| Franchisee will act ONLY as an Ocean Freight Broker. Moreover, Franchisee hereby |
| acknowledges that it does not have, and will not have, a direct or indirect beneficial interest in any |
| shipment being forwarded. |
| As an Ocean Freight Broker, Franchisee agrees that it will not provide NVOCC or ocean freight |
| forwarding services under this Agreement and will disclose to all shippers that Franchisee is acting |
| solely as an Ocean Freight Broker on behalf of Franchisor. |
Source: Item 22 — Contracts (FDD pages 109–110)
What This Means (2025 FDD)
According to Annex Brands' 2025 Franchise Disclosure Document, the Sales Agency Agreement engages the franchisee to act as a sales agent, specifically an "Ocean Freight Broker." Annex Brands is identified as a Non-Vessel Operating Common Carrier (NVOCC) under the Federal Maritime Commission. The FDD clarifies that the franchisee is explicitly NOT an ocean freight forwarder or an NVOCC and will not provide those services.
The role of the Ocean Freight Broker involves securing cargo for the carrier (NVOCC) and/or selling or offering for sale ocean transportation services. The Ocean Freight Broker negotiates between the shipper or consignee and the carrier for the purchase, sale, conditions, and terms of transportation. The franchisee must disclose to all shippers that they are acting solely as an Ocean Freight Broker on behalf of Annex Brands.
This arrangement means that the Annex Brands franchisee focuses on the sales and brokerage aspects of ocean freight, connecting customers with Annex Brands' NVOCC services. The franchisee is prohibited from acting as a freight forwarder or NVOCC themselves, ensuring they operate strictly as a sales agent for Annex Brands. This distinction is important for compliance with federal shipping regulations and clarifies the scope of the franchisee's responsibilities and limitations under the Sales Agency Agreement.