FDD Items 3 & 4 · 2025 filing

Togo's litigation history

What Togo's disclosed about lawsuits, arbitrations and bankruptcy in the 2025 Franchise Disclosure Document. Item 3 lists the material legal actions a franchisor must report; Item 4 covers bankruptcy. This is the franchisor's own disclosure, not a court record, and not legal advice.

Items 3 (litigation) & 4 (bankruptcy) at a glance

What the filing discloses

Cases disclosed: 2; Item 3, as counted in the filing

Largest settlement, franchisor's own cases: $145K; As stated in Item 3

Bankruptcy (Item 4): None; Franchisor, parent, predecessor or officer

Filing year: 2025; Disclosures cover the prior ten years

Extracted from the 2025 Franchise Disclosure Document

Item 3: litigation

Two matters disclosed: (1) State of California v. TOGO'S Eateries, LLC - concluded August 8, 2017 regarding loyalty program point calculation rounding; TOGO'S paid $45,000 in penalties and costs, notified customers, and offered refunds/additional points. (2) Cohen entities and affiliated franchisees v. TOGO'S Eateries, LLC - arbitration filed November 10, 2020 alleging breach of contract, breach of good faith, fraud, and unfair competition related to sales and promotion fund management; settled January 2022 with TOGO'S paying $145,000 and agreeing to potential 5-year franchise extension at no cost.

Item 3 (litigation) · 2 matters disclosed

Litigation cases

The franchisor and its predecessor

Concluded (2)

Cohen Anaheim Hills Sandwiches, Inc., Cohen Laguna Niquel Sandwiches, Inc., Humble Holdings, Inc., Cohen South Orange Sandwiches, Inc., Cohen Anaheim Stadium Sandwiches, LLC, Cohen East Corona Sandwiches, Inc., Cruz & Foods, Inc., L&K Foods, Inc., and KJW Foods, Inc. v. TOGO’S Eateries, LLC
settled
Brought by a franchisee · TOGO’S Eateries, LLC (Eateries; Item 1 predecessor franchisor, now a sister company) · filed 2020-11-10 · American Arbitration Association · 01-20-0015-6426
“Cohen Anaheim Hills Sandwiches, Inc., Cohen Laguna Niquel Sandwiches, Inc., Humble Holdings, Inc., Cohen South Orange Sandwiches, Inc., Cohen Anaheim Stadium Sandwiches, LLC, Cohen East Corona Sandwiches, Inc., Cruz & Foods, Inc., L&K Foods, Inc., and KJW”Page 10 of the 2025 FDD, Item 3
Outcome: “The parties settled the dispute in January 2022 by entering into a Confidential Settlement Agreement and Mutual General Release, pursuant to which the parties agreed to the following: (a) TOGO’S paid $145,000 to the Claimants;”
The People of the State of California vs. TOGO’S Eateries, LLC
judgment
Government or regulatory action · TOGO’S Eateries, LLC (Eateries; Item 1 predecessor franchisor, now a sister company) · filed 2017-08-08 · Superior Court of the State of California, County of Contra Costa · C 17-01477
“… Stipulated Final Judgment and Permanent Injunction dated August 8, 2017 (Case number C 17-01477), entered into in the Superior Court of the State of California, County of Contra Costa, pursuant to California Business and Professions Code sections 17203 and 17535.”Page 10 of the 2025 FDD, Item 3

Item 3 lists the litigation the franchisor must disclose; a matter against a parent, an affiliate or a named officer is not a matter against the franchisor, and pending claims are allegations, not findings.

Disclosure signals that moved the score

How this shows up in the verdict

2 concluded, low-severity litigation matters

The verdict grade is FranchiseVerdict's editorial assessment across SBA loan performance, unit growth, revenue and disclosure signals. It is not investment advice.

Before you weigh a lawsuit

How to read Item 3

A franchisor must disclose pending actions and any material civil action involving the franchise relationship, plus convictions or civil judgments for fraud, unfair or deceptive practices, or franchise-law violations, going back ten years. A case the franchisor brought against a franchisee counts too. Item 3 does not include every dispute: settled claims below the materiality line and matters resolved in private arbitration can be absent.

Questions worth asking current and former franchisees, using the contact list in Item 20:

Were you, or anyone you know in the system, party to a dispute with the franchisor?
Was it resolved by settlement, arbitration or a court, and on what terms?
Has the number of disputes gone up or down since you signed?

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