What representation does an Itan franchisee entity make regarding the authorization of the franchise agreement?
Itan Franchise · 2025 FDDAnswer from 2025 FDD Document
If the franchisee is an Entity, you and the Owners also jointly and severally represent and warrant to us that: (a) the Franchisee Entity is duly organized, validly existing and in good standing under the Laws of the state of its formation and has the requisite power and authority to enter into this Agreement and perform its obligations hereunder; and (b) the execution and delivery of this Agreement have been duly authorized by all requisite corporate action and this Agreement constitutes the legal, valid and binding obligation of, and is enforceable against, the Franchisee Entity in accordance with its terms.
Source: Item 23 — RECEIPT (FDD pages 44–190)
What This Means (2025 FDD)
According to Itan's 2025 Franchise Disclosure Document, if the franchisee is an entity, both the franchisee and its owners jointly and severally represent and warrant to Itan that the franchisee entity is properly organized, legally existing, and in good standing according to the laws of the state where it was formed. This means the entity is not defunct or facing legal challenges that could impair its ability to operate.
Furthermore, the franchisee entity represents that it possesses the necessary power and authority to enter into the Franchise Agreement and fulfill its obligations as outlined in the agreement. This confirms that the entity has the legal capacity to make such commitments. The franchisee also warrants that the execution and delivery of the Franchise Agreement have been duly authorized by all required corporate actions. This implies that all necessary internal approvals (e.g., board resolutions) have been obtained to validate the agreement.
Finally, the franchisee represents that the Franchise Agreement constitutes a legal, valid, and binding obligation of the franchisee entity, enforceable against it according to the agreement's terms. This ensures that Itan has a legally sound contract with the franchisee entity, providing Itan with recourse if the franchisee fails to meet its obligations. This is a standard practice in franchising to ensure that the agreement is legally binding and enforceable.