What constitutes 'control' of an entity in the context of the Circle K Franchise Agreement?

According to Circle K's 2025 Franchise Disclosure Document, the term 'control' of an entity is specifically defined within the franchise agreement. It means possessing the power to direct or influence the management and policies of that entity. This power can be exercised directly or indirectly.

This control can be established through various means, including ownership of voting securities, contractual agreements, or other arrangements. The definition is broad, encompassing any mechanism that allows a person or entity to dictate the direction of another entity's management and policies.

For a prospective Circle K franchisee, this definition is crucial because it clarifies the scope of 'Affiliates' and related obligations within the franchise agreement. It determines which entities are subject to the agreement's terms due to their relationship with the franchisee or franchisor. This definition is also important in the context of personal guarantees, where the guarantor's obligations may extend to the franchisee's affiliates, as well as non-compete clauses, which may apply to the franchisee, their owners, and their affiliates.