Does the Alloy Development Agreement give me the right to control Alloy's development of other facilities?
Alloy Franchise · 2025 FDDAnswer from 2025 FDD Document
been executed between us and you and that has not been terminated. At the time you execute your final Franchise Agreement under the Development Schedule, you must have an Authorized Location for the Facility to be developed under the final Franchise Agreement.
- D. The rights granted under this Agreement are limited to the right to develop Facilities located in the Development Territory, and do not include (i) any right to sell products and services identified by the Trademarks at any location or through any other channels or methods of distribution, including the Internet (or any other existing or future form of electronic commerce), other than at Facilities within the Development Territory pursuant to the terms of the applicable Franchise Agreement, (ii) any right to sell products and services identified by the Trademarks to any person or entity for resale or further distribution, or (iii) any right to exclude, control or impose conditions on our development or operation of franchised, company or affiliate owned facilities at
any time or at any location outside of the Development Territory. You may not use the words ALLOY or any of the other Trademarks as part of the name of your corporation, partnership, limited liability company or other similar entity.
You acknowledge and agree that we and our affiliates have the right to operate and franchise others the right to operate facilities or any other business within and outside the Development Territory under trademarks other than the ALLOY Trademarks, without compensation to any franchisee, except that our operation of, or association or affiliation with, facilities (through franchising or otherwise) in the Development Territory that compete with ALLOY facilities will only occur through some form of merger or acquisition with an existing facility or retail chain business.
Source: Item 23 — RECEIPTS (FDD pages 69–245)
What This Means (2025 FDD)
According to Alloy's 2025 Franchise Disclosure Document, the Development Agreement grants you the right to develop Alloy facilities within a specific territory, but it does not give you the right to control Alloy's development or operation of other facilities. Specifically, you cannot impose conditions on Alloy's development or operation of franchised, company-owned, or affiliate-owned facilities outside your designated Development Territory. This means Alloy retains the freedom to expand and operate, or franchise others to operate, Alloy facilities outside your territory without your input or control.
However, if you comply with the Development Schedule, Alloy will not develop or operate, nor grant a franchise to anyone else to develop and operate, an Alloy facility within your Development Territory. This exclusivity lasts until the earliest of (i) the expiration or termination of the Development Agreement, (ii) the date you must execute the Franchise Agreement for your last facility per the Development Schedule, or (iii) the date the Authorized Location for your final facility is determined. After any of these events, Alloy is entitled to develop and operate, or franchise others to develop and operate, Alloy facilities in your Development Territory, except as otherwise provided under any executed and un-terminated Franchise Agreement between you and Alloy.
This arrangement is typical in development agreements, where the developer receives exclusive rights within a defined area for a limited time, contingent on meeting development milestones. The Alloy Development Agreement focuses on granting you the right to develop facilities within your territory, not on controlling Alloy's broader development strategy. As an Alloy developer, your primary focus will be on meeting the Development Schedule and opening facilities according to the agreement to maintain your exclusive rights during the development period.