In the Potbelly Sandwich Works receipt, what information is required for the 'Developer' section?
Potbelly_Sandwich_Works Franchise · 2025 FDDAnswer from 2025 FDD Document
4.02 Disclosure of Ownership Interests. You and each of your Owners represent, warrant and agree that Exhibit C is current, complete, and accurate as of the Effective Date. You agree to furnish promptly to us all information necessary to revise or amend that Exhibit C (as thereafter revised and signed
by you) so that Exhibit C is at all times current, complete and accurate. We may require (at our option) that each person who is or becomes an Owner (and each of their spouses) execute an agreement, in a form we prescribe, undertaking to be bound jointly and severally by the terms of this SDAA. Each Owner must be an individual acting in his individual capacity, unless we waive this requirement.
4.03 Approved Affiliates. If your Owners establish a new legal entity to operate one or more of the Potbelly Shops to be developed pursuant to this SDAA and that new legal entity's ownership is completely identical to your ownership, that legal entity automatically will be considered an "Approved Affiliate" without further action. However, if the new legal entity's ownership is not completely identical to your ownership, you first must seek our approval for that new entity to operate the proposed Potbelly Shop as an Approved Affiliate. We may refuse any such request if you and/or your Owners do not own and control at least 75% of the new entity's ownership interests and retain management control of the Potbelly Shop proposed to be owned by the new entity.
Source: Item 23 — RECEIPTS (FDD pages 79–355)
What This Means (2025 FDD)
According to the 2025 Potbelly Sandwich Works FDD, Exhibit C outlines the 'Developer Information' required in the Potbelly Sandwich Shop Development Area Agreement. Franchisees and their owners must ensure that the information provided in Exhibit C is current, complete, and accurate as of the agreement's effective date.
Potbelly Sandwich Works requires franchisees to promptly update Exhibit C with any necessary revisions or amendments to maintain its accuracy. This ensures that Potbelly Sandwich Works has the most up-to-date information regarding the franchisee's ownership and business structure.
Potbelly Sandwich Works retains the option to require each person who is or becomes an owner, including their spouses, to execute an agreement binding them jointly and severally to the terms of the SDAA. Unless waived by Potbelly Sandwich Works, each owner must be an individual acting in their individual capacity. This stipulation underscores Potbelly Sandwich Works's emphasis on individual accountability and commitment to the franchise agreement.
If the franchisee's owners establish a new legal entity to operate Potbelly Sandwich Works shops, and the ownership is identical to the franchisee's, the entity is automatically considered an 'Approved Affiliate.' However, if the ownership differs, the franchisee must seek approval from Potbelly Sandwich Works, which may be refused if the franchisee and their owners do not own and control at least 75% of the new entity's ownership interests and retain management control of the Potbelly Sandwich Works shop. This policy ensures that Potbelly Sandwich Works maintains control over the brand and operations, even when franchisees choose to operate under a separate legal entity.