What is the 'Franchise Premises' referring to in the context of the Afuri Ramen Dumpling franchise agreement?
Afuri_Ramen_Dumpling Franchise · 2024 FDDAnswer from 2024 FDD Document
franchise at | | Landlord and Tenant desire to execute this addendum to the Lease Agreement to give Franchisor certain | | | rights to the Franchise Premises as required by the Franchise Agreement. | |
THEREFORE, in consideration of the mutual promises and covenants contained in this Agreement, the parties agree as follows:
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- Use of Franchise Premises. Landlord acknowledges and agrees that the Franchise Premises may be used only for the operation of an Afuri facility. Landlord permits Tenant to use and display the following service marks, trademarks, and commercial logos: Afuri and all other marks that Franchisor has developed or develops in the future for an Afuri facility.
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- Landlord Reports and Disclosures to Franchisor. Tenant acknowledges and agrees that Landlord may, upon Franchisor's written request, disclose to Franchisor all reports, information, or data in Landlord's possession respecting sales made in, upon, or from the Franchise Premises and Tenant's business operations.
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- Assignment to Franchisor. Anything contained in the Lease Agreement to the contrary notwithstanding, Landlord agrees that without Landlord's consent, the Lease Agreement and Tenant's right, title and interest, may be assigned by Tenant to Franchisor, without cost or penalty. Landlord grants to Franchisor the right, at Franchisor's election, to receive an assignment of the Lease Agreement and the leasehold interest in the Franchise Premises, upon termination or expiration of Tenant's Franchise Agreement. This option may be exercised by Franchisor within 30 days of such termination or expiration.
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- Tenant's Default; Notice to Franchisor. Landlord will give written notice to Franchisor (concurrently with the giving of notice to Tenant) of any breach by Tenant under the Lease Agreement. Franchisor will have the right (but not obligation), in Franchisor's sole discretion, to cure any breach at Tenant's expense within 15 business days after the expiration of the period in which Tenant had to cure the default. Notice will be sent to the following address, or to the address Franchisor may, from time to time, specify in writing to Landlord:
AFURI FRANCHISE INC.
923 SE 7th Ave.
Portland, Oregon 97201
1 – Afuri Franchise Agreement: Exhibit 2
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- Franchise Premises De-identification. Upon termination, expiration, or non-renewal of the Lease Agreement, Tenant may de-identify the Franchise Premises. If Tenant fails to do so, Landlord gives Franchisor the express right to de-identify. De-identification consists of removal of all signs; modification or remodeling of all identifying architectural features; repainting as necessary to no longer use the cooler scheme used by Franchisor; and any other steps necessary (in Franchisor's reasonable discretion) to effectively distinguish the Franchise Premises from Franchisor's proprietary designs and marks.
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- Renewal, Extension, or Cancellation of the Lease Agreement. Landlord will not extend, renew, or cancel the Lease Agreement without Franchisor's prior written consent, which consent will not be unreasonably withheld.
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- Third Party Beneficiary. Tenant and Landlord acknowledge and agree that Franchisor is a thirdparty beneficiary of this Lease Agreement Rider, and Franchisor is entitled to all rights and remedies conferred upon Franchisor under this Lease Agreement Rider (which Franchisor may enforce directly against Tenant or Landlord, with or without the consent or joinder of Tenant).
Source: Item 23 — Receipts (FDD pages 50–189)
What This Means (2024 FDD)
According to the 2024 Afuri Ramen Dumpling Franchise Disclosure Document, the 'Franchise Premises' refers to the physical location where the franchisee will operate their Afuri Ramen + Dumpling restaurant. The landlord agrees that the premises can only be used for operating an Afuri facility and permits the tenant (franchisee) to use Afuri's service marks, trademarks, and commercial logos.
The landlord may disclose sales and business operation information to Afuri Ramen Dumpling upon their written request. Additionally, the lease agreement can be assigned to Afuri Ramen Dumpling by the tenant without the landlord's consent, and Afuri Ramen Dumpling has the option to take over the lease upon termination or expiration of the franchise agreement, which can be exercised within 30 days of termination or expiration.
The landlord is required to provide written notice to Afuri Ramen Dumpling of any breach of the lease agreement by the tenant, concurrently with the notice to the tenant. Afuri Ramen Dumpling has the right, but not the obligation, to cure any breach at the tenant's expense within 15 business days after the tenant's cure period expires. This demonstrates Afuri Ramen Dumpling's interest in maintaining the stability and brand consistency of its franchise locations.
The franchisee is responsible for selecting the site for the Franchise Premises within a designated search area, if the location is not already determined when the agreement is executed. The Franchise Premises must be legally available and compliant with franchise and business opportunity laws, as well as Afuri Ramen Dumpling's criteria for franchise placement, market development, and demographics. In some cases, an Afuri Ramen Dumpling franchise may be located at a co-branded location where another business operates. In this instance, revenue calculation will follow the guidelines outlined in the Operations Manual, and Afuri Ramen Dumpling retains the right to access the financial records of all businesses operating at the co-branded location to verify compliance with the franchise agreement.