Does Benihana state that a franchisee's violation of any Anti-Terrorism Laws constitutes grounds for immediate termination of any other agreement between the franchisee and BNC's affiliates?
Benihana Franchise · 2024 FDDAnswer from 2024 FDD Document
- 21.8 Franchisee must comply with, and assist to the fullest extent possible BNC's efforts to comply with, the Anti-Terrorism Laws (as defined below). Franchisee will not hire or otherwise deal with any person listed on the SDN List, as it may be modified from time to time. Franchisee is solely responsible for determining actions Franchisee must take to comply with all Anti-Terrorism Laws. Franchisee specifically acknowledges and agrees that Franchisee's indemnification obligations under this Agreement apply to Franchisee's obligations under Section 21.7 and this Section 21.8. Any misrepresentation by Franchisee under this Section 21.8, or any violation of any Anti-Terrorism Laws by Franchisee, Franchisee's owners, principals or employees, will constitute grounds for immediate termination without opportunity to cure of this Agreement and any other agreement between Franchisee and BNC or BNC's affiliates.
- 21.9 As used herein, "Anti-Terrorism Laws" means Executive Order 13224 issued by the President of the United States, the Terrorism Sanctions Regulations (Title 31, Part 595 of the U.S. Code of Federal Regulations), the Foreign Terrorist Organizations Sanctions Regulations (Title 31, Part 597 of the U.S. Code of Federal Regulations), the Cuban Assets Control Regulations (Title 31, Part 515 of the U.S. Code of Federal Regulations), the USA PATRIOT ACT, and all other present and future federal, state and local laws, ordinances, regulations, policies, lists and any other requirements of any Governmental Authority (including, without limitation, The United States Department of Treasury Office of Foreign Assets Control) addressing or in any way relating to terrorist acts and acts of war.
Source: Item 23 — Receipts (FDD pages 74–576)
What This Means (2024 FDD)
According to Benihana's 2024 Franchise Disclosure Document, a franchisee's violation of Anti-Terrorism Laws can lead to the immediate termination of the Franchise Agreement and any other agreements between the franchisee and Benihana National Corp. (BNC) or its affiliates. This stringent measure underscores the importance Benihana places on compliance with these laws. The franchisee is also responsible for ensuring they do not hire or deal with any person listed on the SDN (Specially Designated Nationals) List, which is regularly updated.
Benihana requires franchisees to fully comply with and assist in the company's efforts to adhere to Anti-Terrorism Laws. The franchisee bears the sole responsibility for determining the necessary actions to comply with these laws. This includes understanding and adhering to Executive Order 13224, the Terrorism Sanctions Regulations, the Foreign Terrorist Organizations Sanctions Regulations, the Cuban Assets Control Regulations, the USA PATRIOT ACT, and all other relevant federal, state, and local laws and regulations related to terrorist acts and acts of war.
The FDD emphasizes that any misrepresentation by the franchisee regarding compliance with Anti-Terrorism Laws, or any violation of these laws by the franchisee, their owners, principals, or employees, provides grounds for immediate termination of all agreements with Benihana and its affiliates. Furthermore, the franchisee's indemnification obligations extend to their responsibilities under these anti-terrorism provisions, meaning they are liable for any losses or damages Benihana incurs as a result of the franchisee's non-compliance.