What is the 'Affiliate Group' as defined in the Christies International Real Estate general release?
Christies_International_Real_Estate Franchise · 2025 FDDAnswer from 2025 FDD Document
- The CHRISTIE'S INTERNATIONAL REAL ESTATE Affiliates that commenced operation prior December 1, 2021 operate under license agreements designated as "Participating Broker Agreements" or "PBAs." All independent CHRISTIE'S INTERNATIONAL REAL ESTATE licensees, or independent CHRISTIE'S INTERNATIONAL REAL ESTATE businesses, are referred to as "Affiliates." For the purposes of this Disclosure Document, and in particular this Exhibit F, these Affiliates are referred to as "franchisees" or "franchised outlets".
21.1. "affiliate" (lowercase) means an entity that is controlled by, or under common control with, another entity. "Affiliate" is defined in the Recitals.
21.11. "Principal Owner" means any person or entity who directly or indirectly owns a 5% or greater interest in you.
If any corporation or other entity other than a partnership is a Principal Owner, a Principal Owner also will mean a shareholder or owner of a 5% or greater interest in such corporation or other entity.
If a partnership is a Principal Owner, a Principal Owner also will mean each general partner of such partnership and, if such general partner is an entity, each owner of a 5% or greater interest in such general partner.
- 2.2. Renewal. You will have the right to renew the rights granted under this Agreement for one (1) additional term of ten (10) years, provided the following conditions are met:
- (g) you and each Principal Owner sign a general release, in a form acceptable to us, of all claims against us and our affiliates, officers, directors, employees, and agents.
Source: Item 23 — RECEIPT (FDD pages 54–177)
What This Means (2025 FDD)
According to the 2025 Christies International Real Estate FDD, the term "Affiliate" is defined in two ways within the document. First, all independent CHRISTIE'S INTERNATIONAL REAL ESTATE licensees, or independent CHRISTIE'S INTERNATIONAL REAL ESTATE businesses, are referred to as "Affiliates." For the purposes of Exhibit F, these Affiliates are referred to as "franchisees" or "franchised outlets". Second, "affiliate" (lowercase) means an entity that is controlled by, or under common control with, another entity and is defined in the Recitals.
Christie's International Real Estate requires a general release to be signed by the franchisee and each Principal Owner as part of the renewal process. This release covers all claims against Christie's International Real Estate and its affiliates, officers, directors, employees, and agents. The definition of "Affiliate" is important in this context because the release extends not only to the franchisor itself but also to its related entities.
Prospective franchisees should carefully review the general release and understand the scope of the claims they are waiving. They should also seek legal counsel to ensure they fully understand the implications of signing such a release, especially concerning any potential future disputes with Christie's International Real Estate or its affiliates. Franchisees should also be aware of the definition of "Principal Owner", as any person or entity who directly or indirectly owns a 5% or greater interest in the franchisee will also be required to sign the general release.