factual

Are the appendices to the 1 800 Packouts Franchise Agreement considered part of the contract?

1_800_Packouts Franchise · 2025 FDD

Answer from 2025 FDD Document

  1. The “Summary” sections of v of the Franchise Agreement table of the Disclosure

TABLE OF CONTENTS

(1) 2024 2023

1-800-Packouts Holdco, LLC

FRANCHISE AGREEMENT

THIS FRANCHISE AGREEMENT (this "Agreement") made and entered into as of the date set forth on Appendix A of this Agreement (the "Effective Date") (Appendix A and all appendices and schedules attached to this Agreement are hereby incorporated by this reference) between 1-800-Packouts Holdco, LLC, a Georgia limited liability company with its principal place of business at 761 W. 1200 N., Ste 300, Springville, Utah 84663 ("Franchisor"), and the person or entity identified on Appendix A as the franchisee ("Franchisee") with its principal place of business as set forth on Appendix A. In this Agreement, "we," "us," and "our" refers to Franchisor. "You" and "your" refers to Franchisee.

RECITALS

    1. We and our affiliates have accumulated knowledge and experience in the contents restoration and insurance restoration industry on the basis of which we have developed and will continue to develop a distinctive business format and set of specifications and operating procedures (collectively, the "System") for the operation of contents restoration businesses specializing in packing, cleaning and climate controlled storage of personal property under the service mark "1-800-PACKOUTS". The distinguishing characteristics of the System include, but are not limited to, our Facility designs, layouts, and trade dress; our specifications for equipment and inventory; our relationships with vendors; our software and computer programs; the accumulated experience reflected in our training program, operating procedures, customer service standards methods, and marketing techniques; and the mandatory and suggested policies, procedures, standards, specifications, rules, and requirements ("System Standards") set out in our operations manuals ("Manuals") and otherwise in writing. We may change, improve, add to, and further develop the elements of the System from time to time.
    1. We identify the businesses operating under the System by means of the mark 1-800- PACKOUTS® and certain other trademarks, service marks, trade names, signs, associated designs, artwork, and logos that we specify (the "Marks"). We may designate for your use other trade names, service marks, and trademarks as Marks from time to time. These marks which will also be included in the term the "Marks."
    1. If you are a corporation, limited liability company, partnership, or other entity (collectively, an "Entity"), all of your owners of a legal and/or beneficial interest in the Entity (the "Owners") are listed on Appendix B. If you are an Entity, the individual Owner who you must appoint to have authority over all business decisions related to your business and to have the power to bind you in all dealings with us will be referred to as your "Operating Principal." The term "Manager" shall mean the person referred to in Section F (Management of the Franchised Business) of this Agreement.
    1. You have applied for a franchise to operate a 1-800-PACKOUTS business using the System and the Marks (a "Franchised Business"), and we are willing to grant to you a license to open and operate a Franchised Business on the terms and conditions of this Agreement.

1. GRANT AND RENEWAL OF FRANCHISE

A. GRANT OF FRANCHISE

Subject to the provisions of this Agreement, we hereby grant to you a non-exclusive license (the "License") to own and operate a Franchised Business in the territory specified in Appendix A ("Your

Territory") and to use the Marks and the System in the operation of the Franchised Business. Termination or expiration of this Agreement will constitute termination or expiration of the License.

B. TERRITORIAL RIGHTS

You have an exclusive right to operate in Your Territory a facility that includes permanent climate controlled private storage units, cleaning rooms, and an office that meets our minimum specifications (a "Facility"). You have a protected right to market to, and provide services to, any customers located in Your Territory. Except as otherwise provided in this Agreement and subject to your full compliance with this Agreement and any other agreement between you and us or our affiliates, (i) we or our affiliates will not establish or authorize any person or Entity other than you to establish a Franchised Business or Facility in Your Territory during the term of this Agreement and (ii) If we receive any leads relating to jobs located in Your Territory, we will promptly provide you with the relevant information.

Your marketing protections are governed by the following provisions referred to as your National/Regional Opportunity Protection (or "NROP"):

    1. Protected Advertising. No other 1-800-Packouts business may advertise in Franchisee's Territory in print, media, door-to-door, mass electronic communication, or direct web-based advertising within such Territory. It is acknowledged that Franchisee may experience some indirect/carry-over advertising from other franchisees in media where the reach of advertising is difficult to restrict to zip codes, such as radio or indirect web-based advertising—none of which shall comprise a breach of this provision.
    1. Protected TPA and Regional/National Referrals. Franchisee will receive TPA and Regional/National referrals for your assigned zip codes in accordance with program requirements. The Franchisor cannot guarantee the Franchisee's participation in these programs, nor can we guarantee any number of jobs from these programs. If you are not compliant with your Franchise Agreement, program requirements (as established by such TPAs, or Regional/National account parties), or fail to perform program work adequately, the Franchisor may direct TPA or Regional/National referrals to another franchisee or itself.
    1. Protected Call Center Referrals. You will receive Call Center leads received by the Franchisor for your assigned zip codes. If you are not compliant with your Franchise Agreement, the Franchisor may direct these leads to another franchisee or to itself.
    1. Protected Office Location. No other 1-800-Packouts Business may establish an office location within Franchisee's Territory. The Franchisee may not advertise or establish an office outside the Territory without Franchisor's prior written consent.

Source: Item 22 — CONTRACTS (FDD pages 66–67)

What This Means (2025 FDD)

According to the 2025 1 800 Packouts Franchise Disclosure Document, the appendices and schedules attached to the Franchise Agreement are incorporated by reference and are therefore part of the agreement. Specifically, Appendix A, which contains key information such as the effective date and franchisee details, is explicitly mentioned as being incorporated. This means that all the appendices are legally binding elements of the franchise contract. Franchisees should carefully review all appendices and schedules, as they contain important details that define the scope and terms of their franchise agreement with 1 800 Packouts. These details could include territory specifics, fees, and other obligations. Riders to the franchise agreement are also annexed to and form a part of the agreement. Riders are often state-specific and modify the franchise agreement to comply with local laws. For example, Riders for Washington, New York, North Dakota, Maryland, Minnesota, and Rhode Island are included in the 1 800 Packouts Franchise Agreement. These riders address issues such as franchise investment protection, releases, covenants not to compete, consent to jurisdiction, and governing law.

For a prospective 1 800 Packouts franchisee, this incorporation of appendices and schedules means that they are responsible for understanding and adhering to the terms outlined in these documents. The appendices may contain critical information about the franchisee's territory, financial obligations, and other operational requirements. Ignoring the details within these appendices could lead to misunderstandings or breaches of the franchise agreement.

The inclusion of state-specific riders highlights the importance of understanding the legal landscape in the franchisee's operating location. These riders modify the standard franchise agreement to comply with state laws, and franchisees must be aware of these modifications to ensure they are operating within the bounds of the law. For instance, the rider for North Dakota notes that covenants not to compete are generally considered unenforceable in that state, while the riders for Maryland, Minnesota, and Rhode Island address issues related to franchise law and jurisdiction.

In summary, the appendices and schedules are integral parts of the 1 800 Packouts franchise agreement, and prospective franchisees must carefully review and understand these documents to ensure they are fully aware of their rights and obligations. The state-specific riders further emphasize the need for franchisees to understand the legal requirements in their operating location.

Disclaimer: This information is extracted from the 2025 Franchise Disclosure Document and is provided for research purposes only. It does not constitute legal or financial advice. Consult with a franchise attorney before making any investment decisions.