What is the Prospective Franchisee warranting to Bhc regarding relationships with Prohibited Persons?

• A. The Prospective Franchisee represents, warrants and covenants to BHC USA LLC ("BHC") that all of the following matters are true and accurate as of the date of execution of this Acknowledgment and Authorization for Background Check ("Acknowledgment"):

  • 1. No Prospective Franchisee and his/her/its Affiliates (as that term is defined below) had or has any relationship, affiliation, or ownership interest, directly or indirectly, with BHC USA or its Affiliates ("Prohibited Persons"). "Affiliates" mean a party's respective present and former, direct and indirect, parents, subsidiaries, employees, officers, directors, shareholders, managers, members, agents, representatives, and spouses (for individuals), including any other person directly or indirectly, through one or more intermediaries, controls, is controlled by or is under common control with such person. "Control" means the possession, direct or indirect, of the power to direct or cause the direction of the management and policies of a person, whether through the ownership of voting securities, by contract or otherwise.

The Prospective Franchisee has not made nor is making any act of providing money, goods, gifts, entertainment or other monetary or non-monetary benefits to any of the Prohibited Persons (including, but not limited to, the provision of rebates/back margins, granting of an opportunity to acquire intermediate margin, lending of money, reduction of debt, provision of collateral, provision of transaction/investment opportunities, job placement, high-price purchase/lowprice sale, etc.).

The Prohibited Persons shall not hold any interest in the Prospective Franchisee nor have any management right, other substantial control, and/or claim against the Prospective Franchisee.

In addition, if the Prohibited Persons have any right or legal relationship with the Prospective Franchisee, claim/debt, employment, delegation, or other right or legal relationship, regardless of whether real name/borrowed name or registered/non-registered, the Prospective Franchisee shall immediately notify BHC in writing.

The Prospective Franchisee shall not provide any money, goods, gifts, entertainment or other monetary or non-monetary benefits to any of the Prohibited Persons (including, but not limited to, the provision of rebates/back margins, granting of an opportunity to acquire intermediate margin, lending of money, reduction of debt, provision of collateral, provision of transaction/investment opportunities, job placement, high-price purchase/low-price sale, etc.).

The Prospective Franchisee shall comply with various civil and criminal laws and regulations for the prevention of occupational breach of trust, embezzlement, and other crimes in the formation, maintenance, and termination of transactions with BHC and other legal relations.

In addition, the Prospective Franchisee shall not instruct, aid, or participate in any occupational breach of trust, embezzlement, or other criminal act of any third party, including any Prohibited Persons, and shall promptly inform BHC in writing of any proposed or detected criminal act.

• B.

Prospective Franchisee recognizes that BHC, is not in any way obligated to franchise a BHC Restaurant to Prospective Franchisee because of Prospective Franchisee's execution of this Acknowledgment.

Prospective Franchisee acknowledges that any false statement, in whole or in part, on this Acknowledgment shall be considered sufficient cause to deny any further consideration or cause revocation and termination of any agreement signed at any time with BHC, and to the extent permissible by such agreement or law, BHC shall have the right to exercise any and all remedies available to it at law or in equity, including specific performance and damages (including liquidated).

Source: Item 23 — Receipts (FDD pages 52–230)