What is the role of the 'Principal Executive' for an Ella Cafe franchise, and what responsibilities does this role entail?
Ella_Cafe Franchise · 2024 FDDAnswer from 2024 FDD Document
, and (ii) describes the nature and extent of each owner's interest in Franchisee. If any information on Attachment 1 changes (which is not a Transfer), Franchisee shall notify Franchisor within 10 days.
- 2.5 Principal Executive. Franchisee agrees that the person designated as the "Principal Executive" on the Summary Page is the executive primarily responsible for the Business and has decision-making authority on behalf of Franchisee. The Principal Executive must have at least 10% ownership interest in Franchisee. The Principal Executive does not have to serve as a day-today general manager of the Business, but the Principal Executive must devote substantial time and attention to the Business. If the Principal Executive dies, becomes incapacitated, transfers his/her
interest in Franchisee, or otherwise ceases to be the executive primarily responsible for the Business, Franchisee shall promptly designate a new Principal Executive, subject to Franchisor reasonable approval.
- 2.6 Guaranty. If Franchisee is an entity, then Franchisee shall have each Owner sign a personal guaranty of Franchisee's obligations to Franchisor, in the form of Attachment 3.
- 2.7 No Conflict. Franchisee represents to Franchisor that Franchisee and each of its Owners (i) are not violating any agreement (including any confidentiality or non-competition covenant) by entering into or performing under this Agreement, (ii) are not a direct or indirect owner of any Competitor, and (iii) are not listed or "blocked" in connection with, and are not in violation under, any anti-terrorism law, regulation, or executive order.
- 2.8 Sub-franchising/Agents. Franchisee shall not sublicense or attempt to sublicense the use of the System or Marks to any person or entity.
- 2.9 Territorial Restriction. Franchisee shall target and direct the marketing to customers located primarily within the Designated Area, and outside their Designated Area only with Franchisor's prior written consent, which consent may be given, conditioned or withdrawn in Franchisor's sole and absolute discretion. Franchisee shall never target and direct market or make sale inside another franchisee's designated area or within a Franchisor's affiliate owned location. Franchisee shall only offer and sell approved products and services from the Coffee House located within the Designated Area and, only to retail customers. On a case by case basis, Franchisor may at its own discretion authorize other sales, such as sales resulting from a sponsored event/ team building exercise where the company has previously paid. Franchisee shall obtain prior written approval before solicitation or accepting orders from consumers outside of the Designated Area, which may be withheld at our sole discretion.
Source: Item 15 — OBLIGATION TO PARTICIPATE IN THE ACTUAL OPERATION OF THE FRANCHISE BUSINESS (FDD pages 39–40)
What This Means (2024 FDD)
According to Ella Cafe's 2024 Franchise Disclosure Document, the Principal Executive is a key figure in the franchise operation. This individual is designated on the Summary Page and is primarily responsible for the business, possessing the authority to make decisions on behalf of the franchisee. The Principal Executive must maintain at least a 10% ownership interest in the franchise.
While the Principal Executive isn't required to be the day-to-day general manager, they must dedicate significant time and attention to the Ella Cafe business. The franchisor must approve the Principal Executive as meeting its qualifications for the position. If the Principal Executive can't devote full-time efforts to the management and operation of the Coffee House, the franchisee must appoint a District Manager who will have full control over day-to-day Coffee House management and operations.
If the Principal Executive dies, becomes incapacitated, transfers their interest, or otherwise ceases to be the executive primarily responsible, the franchisee must promptly designate a new Principal Executive, subject to the Franchisor's approval. Any proposed replacement must successfully complete the initial training program and any other required training and be approved by Ella Cafe before assuming the position, no later than 90 days after the previous Principal Executive's departure. The initial training program is provided at no charge for up to 3 individuals including the Principal Executive.