Franchising. Franchising services (CPC 8929 **) 1) None 2) None 3) None 4) Unbound except horizontal section as indicated in the 1) None 2) None 3) None 4) Unbound
Franchising. Franchising services (CPC 8929 **) 1) None 2) None 1) None 2) None Sector or Sub-sector Limitations on Market Access Limitations on National Treatment Additional Commitments 3) None 4) Unbound except as indicated in the horizontal section 3) None 4) Unbound
Franchising. Seller has not offered to sell to any person or entity a "franchise" or "business opportunity" as those terms are defined in the Trade Regulation Rule on Franchising promulgated by the Federal Trade Commission or any applicable state business opportunity or franchise law.
Franchising. (a) Schedule 4.19(a) sets forth each Franchise Agreement that is effective as of the date hereof, together with, to the extent reasonably available to Seller, the opening date of each property operating under each such Franchise Agreement that has opened as of the date hereof (and, with respect to any property that has not yet opened as of the date hereof, noting the anticipated opening date of each such property, to the extent such opening date is reasonably available), along with the name, address and phone number (as available) of each Franchisee who has executed a Franchise Agreement with the Company that is effective as of the date hereof (the “Company Franchise Agreements”). Since December 31, 2016, and except as disclosed on Schedule 4.19(a): (i) no Franchisee has cancelled, threatened to cancel or otherwise terminated its Company Franchise Agreement, and (ii) the Company has not canceled, threatened to cancel or otherwise terminate a Company Franchise Agreement. Correct and complete copies of each Company Franchise Agreement, including (A) all amendments, modifications and supplements thereto, (B) to the extent reasonably available to Seller, any comfort letters, estoppels, and subordination, non-disturbance and attornment agreements related thereto, and (C) to the extent reasonably available to Seller, any Contracts similar to any of the foregoing described in clauses (A) and (B) hereof, in each case, executed and delivered in connection therewith, have been made available to Buyer. Each Company Franchise Agreement is valid, binding and enforceable in accordance with its terms with respect to the Company and, to the Knowledge of the Company, to each other party to such Company Franchise Agreement, in each case, except as such enforceability (I) may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium or other similar Laws affecting or relating to enforcement of creditors’ rights generally, and (II) is subject to general principles of equity (regardless of whether enforceability is considered in a Legal Proceeding at law or in equity). The Company is in material compliance with all contractual obligations in the Company Franchise Agreements and there is no existing default or breach and no event has occurred which, with the giving of notice or the lapse of time or both, would constitute such a default or breach, by the Company under any Company Franchise Agreement.
Franchising. Neither CXI nor any of the Subsidiaries is a franchisor in any franchising relationship or has any franchisees (as such terms are defined under federal laws, rules or regulations or the laws, rules or regulations of any state). If and to the extent any activities of CXI or any Subsidiary may have constituted the offering of a franchise, CXI and the Subsidiaries have fully complied with all applicable laws, rules and regulations with respect thereto, including any registration requirements of any state or other jurisdiction.
Franchising. The Company has traditionally sought to operate its own restaurants whenever possible, franchising its brand only in situations where it is either required or is a practical necessity, such as international locations and concessions (airports and toll roads). The Company operated in this manner because it believed it could best control product quality and customer experience by operating its own units, and it further avoided the problems associated with granting exclusive territories as the Company expanded its business. To mitigate the issues associated with franchising, the Company has designed a thorough qualification and training process for franchisees and has developed a franchise agreement that prescribes strict operating standards and limits exclusive territories. With these changes, the Company believes it can significantly increase its franchising activity while maintaining the high quality and service standards that its customers expect. The Company works with major franchisees worldwide to promote the Sbarro concept and to date, has franchised restaurants in Aruba, Australia, the Bahamas, Belgium, Canada, Chile, Cyprus, France, Guam, Israel, Japan, Korea, Kuwait, Lebanon, New Zealand, the Philippines, Puerto Rico, Russia, Saudi Arabia and the United Kingdom. The Company continues to expand existing franchise relationships and forge new relationships with attractive foreign business partners.
Franchising. The Company intends to expand franchise arrangements to expand its operations and revenue base. The Company's future growth may be dependent upon new franchisees and the manner in which they operate and develop their Able Energy locations to promote and develop the Company's concept and its reputation for quality and value. In addition, because the Company believes that a potential franchisee's total estimated investment relating to an Able Energy location is generally low, the Company may be more likely to attract franchisees with limited franchise experience and limited financial resources. As a result of its franchising activity, the Company is be subject to Federal Trade Commission ("FTC") regulation and various state laws that govern the offer, sale and termination of, and refusal to renew, franchises. Several state laws also regulate substantive aspects of the franchisor-franchisee relationship. The FTC requires the Company to furnish prospective franchisees a franchise offering circular containing prescribed information. A number of states in which the Company might consider franchising also regulate the sale of franchises and require registration of the franchise offering circular with state authorities. Substantive state laws that regulate the franchisor-franchisee relationship presently exist in many states, and bills have been introduced in Congress from time to time which would provide for federal regulation of the franchisor-franchisee relationship in certain respects. The state laws often limit, among other things, the duration and scope of non-competition provisions and the ability of a franchisor to terminate or refuse to renew a franchise.
Franchising. To the knowledge of the Company, except as disclosed in the Registration Statement, the Time of Sale Prospectus and the Prospectus, no dispute exists or is imminent between (i) the Company or a Subsidiary and one or more parties that license a franchise, directly or indirectly, from the Company or a Subsidiary (each a “Franchisee”), or (ii) one or more parties that license a franchise, directly or indirectly, to the Company or a Subsidiary (each, a “Franchisor”). Each Franchisee and Franchisor is such by virtue of being a party to a franchise contract with the Company or a Subsidiary, and assuming each such contract has been duly authorized, executed and delivered by the parties thereto, each such contract constitutes a valid, legal and binding obligation of each party thereto, enforceable against, as applicable, each of the Company, a Franchisee, a Franchisor or a subsidiary of any of them in accordance with its terms, except for any one or more of such franchise contracts that, if not a valid, legal and binding obligation of each party thereto, would not reasonably be expected to result in a Material Adverse Change. The Company and each Subsidiary party to any franchise contract have complied and are currently complying in all material respects with the rules and regulations of the United States Federal Trade Commission and the comparable laws, rules and regulations of each state or state agency applicable to the franchising business of the Company and any Subsidiary.
Franchising. Except for the franchises described on Schedule 2.35 (the "Franchises"), Seller has not sold to any Person a "franchise" or "business opportunity" as those terms are defined in the Trade Regulation Rule on Franchising promulgated by the Federal Trade Commission or any applicable state business opportunity or franchise law. For each of the Franchises, Seller is a party to franchise agreements (each a "Franchise Agreement") with each of Seller's franchisees that own and operate such Franchises. Each Franchise Agreement is a Commitment, is described on Schedule 2.9 and is in full force and effect. Seller is not and, to Seller's Knowledge, no other party to a Franchise Agreement is, in default in any material respect under any Franchise Agreement nor has any event occurred which with the passage of time or the giving of notice or both would constitute such a default. Each Franchise Agreement, and all amendments, supplements or other agreements related thereto, is described on Schedule 2.9 and Seller has, prior to the Execution Date, delivered true and complete copies of each Franchise Agreement and all amendments or supplements or other documents related thereto to Purchaser. Seller has previously delivered to Purchaser all versions of Seller's Uniform Franchise Offering Circular used in the Business since the 30th business day prior to the execution date of the first Franchise Agreement Seller ever executed, except as described on Schedule 2.35 attached hereto. Each Franchise was sold, and each Franchise Agreement was executed, in compliance with all Applicable Laws and all offers Seller has made to prospective franchisees have been made in compliance with all Applicable Laws, except for any failures to comply of which Seller has no Actual Knowledge as of the date hereof and to the extent such unknown failures to comply, either individually or in the aggregate, did not or do not have a Material Adverse Effect. Except as described on Schedule 16 <PAGE> 2.35 attached hereto, Seller has previously delivered to Purchaser all UFOC Receipts signed by the franchisees under the Franchise Agreements and all UFOC Receipts signed by Seller's prospective franchisees (and their guarantors) since January 1, 2000, together with copies of all State applications, filings, registrations and exemptions made or received by Seller during such period in connection with Seller obtaining the lawful right to offer and sell franchises in each State in which Seller has offered or sold ...
Franchising. Neither GEI nor any of the Subsidiaries is a franchisor in any franchising relationship or has any franchisees (as such terms are defined under federal laws, rules or regulations or the laws, rules or regulations of any state). If and to the extent any activities of GEI or any Subsidiary may have constituted the offering of a franchise, GEI and the Subsidiaries have fully complied with all applicable laws, rules and regulations with respect thereto, including any registration requirements of any state or other jurisdiction.
