Does the Benihana franchisee certify and warrant that they are not a person or entity who is otherwise the target of U.S. trade embargoes?
Benihana Franchise · 2024 FDDAnswer from 2024 FDD Document
- 21.5 Anti-Terrorist Activities and Representations.
Franchisee certifies and warrants that neither Franchisee, nor any of Franchisee's owners, principals, employees or associates (including all shareholders, members or partners (as applicable)), are: (i) a person or entity designated by the U.S.
Government on the list of the Specially Designated Nationals and Blocked Persons (the "SDN List"), maintained at http://www.ustreas.gov/offices/enforcement/ofac/sdn by the U.S.
Treasury Department Office of Foreign Assets Control ("OFAC"), with which a U.S. person or entity cannot deal or otherwise engage in business transactions; (ii) a person or entity who is otherwise the target of U.S. economic sanctions and trade embargoes enforced and administered by OFAC, such that a U.S. person or entity cannot deal or otherwise engage in business transactions with Franchisee or Franchisee's shareholders, members or partners; (iii) either wholly or partly owned or partly controlled by any person or entity on the SDN List, including, without limitation by virtue of such person being a director or owning voting shares or interests in an entity on the SDN List; (iv) a person or entity acting, directly or indirectly, for or on behalf of any person or entity
Source: Item 22 — CONTRACTS (FDD pages 73–74)
What This Means (2024 FDD)
According to Benihana's 2024 Franchise Disclosure Document, the franchisee must certify and warrant that they, their owners, principals, employees, and associates are not the target of U.S. economic sanctions and trade embargoes. This certification ensures that a U.S. person or entity can engage in business transactions with the Benihana franchisee without violating U.S. law.
Specifically, the franchisee must confirm that they are not a person or entity designated on the Specially Designated Nationals and Blocked Persons (SDN) List maintained by the U.S. Treasury Department's Office of Foreign Assets Control (OFAC). They also warrant that they are not acting for or on behalf of any person or entity on the SDN List. This includes not being partly or wholly owned or controlled by anyone on the SDN List.
This requirement is part of Benihana's broader effort to comply with anti-terrorism laws. Any misrepresentation or violation of these laws by the franchisee can lead to immediate termination of the franchise agreement. This clause highlights the importance Benihana places on adhering to U.S. regulations and avoiding any association with prohibited individuals or entities.