What must an Eos Worldwide franchisee do if amounts payable to Eos Worldwide are subject to withholding taxes?
Eos_Worldwide Franchise · 2025 FDDAnswer from 2025 FDD Document
ny supply of goods or services by us or our affiliates under this Agreement, we shall issue you, or cause to be issued to you, an invoice and you will pay an amount equal to amount equal to such Transfer Tax in addition to the fees for that supply of goods or services (being the fees listed under this Agreement).
- (h) To the extent applicable, you agree that you will act as the importer for Tax and customs purposes in relation to any goods delivered by us or our affiliates to you in connection with your Franchise and will account for import Taxes and duties on those goods as required under applicable law.
For the avoidance of doubt, you shall (i) be registered for Transfer Tax purposes as required by applicable law, (ii) charge and collect all applicable Transfer Taxes on applicable sales, revenue and receipts of any kind derived from the operation of the Franchised Business and (iii) properly remit same to the relevant taxation authorities. Required Licenses, as defined in Section 10.5 below, shall include, without limitation, any applicable local tax or business registrations necessary to evidence that you are acquiring all products and services from us and our affiliates in connection with this Agreement for the purpose of operating your Franchise as a business enterprise (as opposed to a consumer) in all applicable jurisdictions. To claim any exemption from applicable Transfer Taxes imposed on the fees or other amounts under this Agreement and on services or products furnished to you by us or our affiliates, you must timely provide us with proof of exemption as required by applicable law, including applicable tax identification numbers and certifications. It is your sole responsibility to make sure that your proof of exemption remains current, and you shall indemnify us and our affiliates for any claims for any taxes, including interest and penalties, by any such tax or governmental authority or any person or entity acting on behalf of any such authority, for your failure to maintain such exempt status.
4.14 No Right to Set-Off.
You agree that you shall not, on grounds of the alleged non-performance or default by us of any of our obligations under this Agreement, withhold payment of any fee or other amount payable to us under this Agreement or otherwise. Notwithstanding any designation by you, we have the right to apply any payments to any past due amounts and accrued interest thereon as we see fit in our discretion, subject to applicable law.
**5.
Source: Item 23 — RECEIPTS (FDD pages 74–246)
What This Means (2025 FDD)
According to the 2025 FDD, Eos Worldwide franchisees are responsible for handling transfer taxes related to their franchised business. This includes registering for transfer tax purposes, collecting applicable transfer taxes on sales and revenue, and remitting those taxes to the relevant authorities. Transfer taxes are defined as any present or future taxes, levies, imposts, duties, or other charges imposed by any government on the operation of the franchised business, payments made, or rights granted under the franchise agreement. This definition includes taxes imposed on membership fees paid to Eos Worldwide.
To claim an exemption from transfer taxes on fees or other amounts due under the agreement, or on services or products furnished by Eos Worldwide or its affiliates, franchisees must provide timely proof of exemption as required by applicable law. This includes providing applicable tax identification numbers and certifications. Franchisees are responsible for ensuring their proof of exemption remains current.
If a franchisee fails to maintain their exempt status, they must indemnify Eos Worldwide and its affiliates for any claims for taxes, including interest and penalties, made by any tax or governmental authority. This means the franchisee would be responsible for covering any costs Eos Worldwide incurs due to the franchisee's failure to maintain tax-exempt status. Eos Worldwide will not have liability for any taxes in connection with the business the franchisee conducts, except any transfer taxes Eos Worldwide is required by law to collect from the franchisee with respect to purchases from them.