Who is identified as the Franchisor ('BNC') in the Benihana lease agreement?
Benihana Franchise · 2024 FDDAnswer from 2024 FDD Document
issuers that file electronically with the SEC at | | | www.sec.gov | |
EXHIBIT D
COLLATERAL ASSIGNMENT OF LEASE
THIS COLLATERAL ASSIGNMENT OF LEASE is made as of the last date below written by and among the following parties:
| LANDLORD: | ||
|---|---|---|
| TENANT: | ||
| FRANCHISOR ("BNC"): | Benihana National Corp. 21500 Biscayne Boulevard, Suite 900 Aventura, Florida 33180 RECITALS | |
| A. | Under the terms of the lease agreement attached hereto as Exhibit A (the "Lease"), Landlord | |
| address: | has agreed to lease to Tenant certain premises (the "Premises") located at the following street | |
- B. BNC has accepted the Premises for Tenant's BENIHANA Restaurant, subject to the provisions of the Franchise Agreement entered into by and between Tenant and BNC (the "Franchise Agreement").
- C. As a condition to BNC entering into the Franchise Agreement, BNC has required that Tenant assign its right, title and interest in the Lease, with the right to reassign (as provided therein), as security for Tenant's obligations and BNC's rights under the Franchise Agreement.
- D. In order to induce BNC to enter into the Franchise Agreement, Tenant has agreed to assign its right, title and interest in the Lease, with the right to reassign (as provided therein), as security for Tenant's obligations and BNC's rights under the Franchise Agreement.
AGREEMENT
NOW THEREFORE, in consideration for the foregoing premises and the mutual promises contained herein and in the Franchise Agreement, and in order to secure Tenant's obligations and BNC's rights under the Franchise Agreement, Tenant does hereby collaterally assign, transfer and set
over unto BNC, with the right to reassign or sublet, all of its right, title and interest in and to the Lease and in and to the Premises; it being nevertheless expressly understood and agreed that this assignment is made and is consented to by the Landlord contingent upon the following terms, covenants, limitations and conditions:
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- Use of the Premises. Tenant shall use the Premises only for the operation of a "BENIHANA" Restaurant pursuant to its Franchise Agreement with BNC and for no other purpose whatsoever.
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- Signage. Landlord hereby consents to Tenant's use and display on the Premises of such exterior and interior signs, posters, promotional materials, and equipment, furnishings, and décor as required by BNC under the Franchise Agreement. Landlord further agrees not to unreasonably withhold its consent to Tenant's compliance with any changes to such items required by BNC during the term of the Franchise Agreement.
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- Assignment.
Source: Item 23 — Receipts (FDD pages 74–576)
What This Means (2024 FDD)
According to Benihana's 2024 Franchise Disclosure Document, BNC is identified as the Franchisor in the lease agreement. Several clauses within the agreement outline the relationship between the tenant (franchisee), the landlord, and BNC.
Specifically, the lease agreement ensures that the premises are used solely for operating a Benihana restaurant, adhering to the standards set by BNC. This includes the use of signage, promotional materials, and overall décor as dictated by Benihana. The landlord must also cooperate with any changes required by BNC during the franchise term.
Furthermore, Benihana (BNC) retains the right to enter the premises for inspections, to protect its trademarks and proprietary information, and to address any operational deficiencies. In the event of termination or expiration of the franchise agreement, the franchisee is obligated to de-identify the premises as a Benihana restaurant, and the landlord is expected to cooperate with Benihana in enforcing this provision. These stipulations ensure that Benihana maintains control over its brand and operational standards, even in matters concerning the franchisee's lease agreement.