Under the laws of which state is the Potbelly Sandwich Works Developer organized?
Potbelly_Sandwich_Works Franchise · 2025 FDDAnswer from 2025 FDD Document
This Rider (the "Rider") is made and entered into as of the day of, 20 (the "Effective Date") (regardless of the dates of the parties' signatures) by and between POTBELLY FRANCHISING, LLC, an Illinois limited liability company with its principal business address at 500 West Madison Street, Suite 1000, Chicago, Illinois 60661 ("we," "us," or "our"), and , whose principal business address is ("you" or "your"). 1. Background. We and you are parties to that certain Shop Development Area Agreement dated, 20 that has been signed at the same time as this Rider (the "SDAA"). This Rider is annexed to and forms part of the SDAA. This Rider is being signed because (a) you are a resident of the State of Washington and/or (b) the Development Area will be located in the State of Washington and/or (c) any of the offering or sales activity relating to the SDAA occurred in the State of Washington.
Source: Item 23 — RECEIPTS (FDD pages 79–355)
What This Means (2025 FDD)
According to the 2025 Potbelly Sandwich Works FDD, Potbelly Franchising, LLC, the franchisor, is an Illinois limited liability company. This is explicitly stated in several riders to the Shop Development Area Agreement and Franchise Agreement, which are applicable in various states.
Specifically, the riders for states like California, Hawaii, Indiana, Michigan, Rhode Island, South Dakota, Virginia, Washington and Wisconsin, as well as Illinois, mention that Potbelly Franchising, LLC is organized under the laws of Illinois. This means that the legal framework and regulations governing the formation and operation of Potbelly Franchising, LLC are those of the State of Illinois.
For a prospective franchisee, this information is relevant because it clarifies the legal jurisdiction under which Potbelly Sandwich Works is established. Any legal matters or disputes related to the franchise agreement may be subject to the laws of Illinois. Furthermore, if the franchisee is setting up a business entity to operate the franchise, they will need to ensure it is compliant with the laws of the state in which they are organizing their business, and understand how those laws interact with the franchise agreement governed by Illinois law.