If the franchisee is an entity, what representation and warranty must they provide to Aw?
Aw Franchise · 2025 FDDAnswer from 2025 FDD Document
- 14.5 Entity as Franchisee; Assignment to an Entity. If you are a corporation, limited liability company or partnership, you represent and warrant to us that you are duly organized and validly existing in good standing under the laws of the state of your incorporation or organization,
that you are qualified to do business in all states in which you are required to qualify, that you have the authority to execute, deliver and carry out all of the terms of this Agreement, and that during the term of this Agreement the only business you will conduct will be the development, ownership and operation of the Papa Ray's Pizza Restaurant. The articles of incorporation or organization, by-laws and other organizational documents of the entity must recite that the issuance and assignment of any interest in such entity is restricted by the terms of Section 14 of this Agreement and all issued and outstanding certificates of ownership interest in the entity must bear a legend reflecting or referring to the restrictions of Section 14 of this Agreement. Upon the execution of this Agreement, all Owners of the franchisee entity shall execute the Guaranty and Assumption of Obligations attached as Exhibit 2.
Source: Item 22 — CONTRACTS (FDD pages 39–40)
What This Means (2025 FDD)
According to Aw's 2025 Franchise Disclosure Document, if the franchisee is a corporation, limited liability company, or partnership, they must represent and warrant to Aw that they are duly organized and validly existing in good standing under the laws of the state of their incorporation or organization.
Additionally, the franchisee must represent and warrant that they are qualified to do business in all states in which they are required to qualify, and that they have the authority to execute, deliver, and carry out all the terms of the Franchise Agreement. They also warrant that during the term of the agreement, the only business they will conduct will be the development, ownership, and operation of the Papa Ray's Pizza Restaurant.
Furthermore, the articles of incorporation or organization, by-laws, and other organizational documents of the entity must state that the issuance and assignment of any interest in such entity is restricted by the terms of Section 14 of the Franchise Agreement. All issued and outstanding certificates of ownership interest in the entity must bear a legend reflecting or referring to the restrictions of Section 14 of the Agreement. Upon the execution of the Agreement, all Owners of the franchisee entity must execute the Guaranty and Assumption of Obligations attached as Exhibit 2.