Franchisees Representations and Warranties. The FRANCHISEE hereby represents, warrants and confirms to TSTS that the FRANCHISEE 6.1. Has full capacity, power and authority to enter into this Agreement; and during the continuance of this Agreement, will continue to have full capacity, power and authority and financial capacity to act as the FRANCHISEE under this Agreement and to carry out and perform all its duties and obligations as contemplated herein and has already taken and will continue to take all necessary and further actions (including without limitation the obtaining of all Governmental, statutory, regulatory and other necessary approvals / consents in all applicable Jurisdictions) to authorise the execution, delivery and performance of this Agreement. 6.2. Have the necessary skills, knowledge, experience, expertise, capital, net worth, adequate and competent personnel, systems and procedures, infrastructure including adequate office space to duly perform its obligations in accordance with the terms of this Agreement and to the satisfaction of TSTS. 6.3. Has not and will not violate, breach any covenants, stipulations or conditions of any agreement or deed entered into by the FRANCHISEE with or for the benefit of any third party/ies. 6.4. Has complied with all the laws, rules, regulations and authorisations issued by the Central, State and Local authorities and has taken all required permissions for performing under this Agreement. 6.5. Has complied with all rules, regulations, and procedures under applicable labour laws and enactments. 6.6. Shall be fully liable for and effectively indemnify TSTS against any claims brought against TSTS or any other loss, cost or expense that TSTS may suffer on account of any act or omission of the FRANCHISEE, including without limitation any failure by FRANCHISEE to perform any term of this Agreement or those that arise due to fraudulent act or omissions, criminal act or omissions, dishonest act or omission, malicious act or omissions and any other reason that is directly or indirectly attributable to FRANCHISEE’s act, omission or contribution. 6.7. Shall accept and abide by any change in the terms and conditions of this Agreement which may, in the absolute discretion of TSTS, become necessary due to as per changing requirements of business from time to time or any change in law, rules or regulations. A prior intimation should be given to the Franchisee. 6.8. Shall diligently and faithfully carry out all its obligations and duties as FRANCHISEE and at all times protect and promote the interest of TSTS.
Appears in 2 contracts
Samples: Franchise Agreement, Franchise Agreement
Franchisees Representations and Warranties. 17.1 The FRANCHISEE hereby representsFranchisee represents and warrants that:
a. It is an individual having Indian citizenship, warrants and confirms to TSTS that with its principal place of business in Pune, Maharashtra.
b. The undersigned has the FRANCHISEE
6.1. Has full capacityright, power and authority to enter into sign this Agreement; Agreement to take the rights in India, and during on behalf of the continuance Franchise.
c. There is no broker, finder or intermediary involved in connection with the negotiations and discussions incident to the execution of this Agreement, will continue and no broker, finder, agent or intermediary who might be entitled to have full capacitya fee, power commission or any other payment upon the consummation of the transactions contemplated by this Agreement.
d. This Agreement has been duly executed and authority delivered and financial capacity to act constitutes the legal, valid and binding obligation of the Franchisee enforceable in accordance with its terms, except as enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws now or hereinafter in effect, affecting the FRANCHISEE under this Agreement enforcement of creditors' rights in general and to carry out and perform all its duties and obligations as contemplated herein and has already taken and will continue to take all necessary and further actions (including without limitation the obtaining by general principles of all Governmentalequity, statutory, regulatory and other necessary approvals / consents regardless of whether such enforceability is considered in all applicable Jurisdictions) to authorise the a proceeding in equity or at law; and
e. The execution, delivery and performance of this AgreementAgreement does not, and will not, violate any provisions of MF and the Franchise’s countries’ articles or certificates of incorporation and bylaws, if applicable, or any contract or other Agreement to which MF and the Franchise is a party.
6.2. Have f. The Franchisee is liable to immediately notify the necessary skillsMF if / when there is any change of ownership / partnership / share control within its Business to further execute this agreement and will be subject to the MF’s agreement on same.
g. The Franchisee shall not have the right to assign this Agreement, knowledgeor any of its rights and privileges hereunder to any other person, experiencefirm or corporation, expertiseor a subsidiary or affiliate, capitalwithout MF's prior consent, net worth, adequate and competent personnel, systems the Franchisee shall be liable for any obligations accruing hereunder after the effective date of such assignment; provided the assignee shall expressly assume and procedures, infrastructure including adequate office space agree to duly perform its obligations in accordance with the terms of under this Agreement and to the satisfaction is reasonably capable of TSTSperforming them.
6.3. Has not and will not violate, breach any covenants, stipulations or conditions of any agreement or deed h. This Agreement has been entered into by the FRANCHISEE with or for the benefit of any third party/ies.
6.4. Has complied with all the laws, rules, regulations MF in reliance upon and authorisations issued by the Central, State and Local authorities and has taken all required permissions for performing under this Agreement.
6.5. Has complied with all rules, regulations, and procedures under applicable labour laws and enactments.
6.6. Shall be fully liable for and effectively indemnify TSTS against any claims brought against TSTS or any other loss, cost or expense that TSTS may suffer on account of any act or omission in consideration of the FRANCHISEE, including without limitation any failure by FRANCHISEE to perform any term personal skills and qualifications of this Agreement or those that arise due to fraudulent act or omissions, criminal act or omissions, dishonest act or omission, malicious act or omissions the Franchisee and any other reason that is directly or indirectly attributable to FRANCHISEE’s act, omission or contribution.
6.7. Shall accept the trust and abide by any change confidence reposed in the terms and conditions of this Agreement which mayFranchisee or, in the absolute discretion case of TSTSa corporate or partnership Franchise, become necessary due to the principal officers or partners thereof who will actively and substantially participate in the ownership and operation of the Franchise as per changing requirements contemplated by this Agreement. Therefore, neither MF's interest in this Agreement nor any of business from time to time its rights or privileges hereunder shall be assigned or transferred, voluntarily or involuntarily, in whole or in part, by operation of law or otherwise, in any change in lawmanner, rules or regulationswithout the prior written approval of MF. A prior intimation should be given The MF may impose any reasonable condition(s) to the Franchiseegranting of its consent to such assignment.
6.8. Shall diligently and faithfully carry out all its obligations and duties as FRANCHISEE and at all times protect and promote i. The Franchisee shall not in any event have the right to pledge, encumber, charge, hypothecate or otherwise give any third party a security interest in this Agreement in any manner whatsoever without the express prior written permission of TSTSMF, which permission may be withheld for any reason whatsoever in MF's sole subjective judgment.
Appears in 1 contract
Samples: Franchise Agreement
Franchisees Representations and Warranties. The FRANCHISEE hereby represents, warrants and confirms to TSTS that the FRANCHISEE
6.1. FRANCHISEE Has full capacity, power and authority to enter into this Agreement; and during the continuance of this Agreement, will continue to have full capacity, power and authority and financial capacity to act as the FRANCHISEE under this Agreement and to carry out and perform all its duties and obligations as contemplated herein and has already taken and will continue to take all necessary and further actions (including without limitation the obtaining of all Governmental, statutory, regulatory and other necessary approvals / consents in all applicable Jurisdictions) to authorise the execution, delivery and performance of this Agreement.
6.2. Have the necessary skills, knowledge, experience, expertise, capital, net worth, adequate and competent personnel, systems and procedures, infrastructure including adequate office space to duly perform its obligations in accordance with the terms of this Agreement and to the satisfaction of TSTS.
6.3. Has not and will not violate, breach any covenants, stipulations or conditions of any agreement or deed entered into by the FRANCHISEE with or for the benefit of any third party/ies.
6.4. Has complied with all the laws, rules, regulations and authorisations issued by the Central, State and Local authorities and has taken all required permissions for performing under this Agreement.
6.5. Has complied with all rules, regulations, and procedures under applicable labour laws and enactments.
6.6. Shall be fully liable for and effectively indemnify TSTS against any claims brought against TSTS or any other loss, cost or expense that TSTS may suffer on account of any act or omission of the FRANCHISEE, including without limitation any failure by FRANCHISEE to perform any term of this Agreement or those that arise due to fraudulent act or omissions, criminal act or omissions, dishonest act or omission, malicious act or omissions and any other reason that is directly or indirectly attributable to FRANCHISEE’s act, omission or contribution.
6.7. Shall accept and abide by any change in the terms and conditions of this Agreement which may, in the absolute discretion of TSTS, become necessary due to as per changing requirements of business from time to time or any change in law, rules or regulations. A prior intimation should be given to the Franchisee.
6.8. Shall diligently and faithfully carry out all its obligations and duties as FRANCHISEE and at all times protect and promote the interest of TSTS.
Appears in 1 contract
Samples: Franchise Agreement