What does the Development Schedule control with respect to Alloy development rights and obligations?
Alloy Franchise · 2025 FDDAnswer from 2025 FDD Document
onditions of the Franchise Agreement
control the establishment and operation of such Facility. You must execute the Franchise Agreement for the first Facility to be developed hereunder simultaneously with the execution of this Agreement.
DEVELOPMENT SCHEDULE
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- The following provisions control with respect to your development rights and obligations:
- A. You are bound by and strictly must follow the Development Schedule. By the dates set forth in the Development Schedule, you must enter into Franchise Agreements with us pursuant to this Agreement for the number of Facilities described in the Development Schedule. You also must comply with the Development Schedule requirements regarding (i) the opening date for each Facility and (ii) the cumulative number of Facilities to be open and continuously operating for business in the Development Territory. If you fail to either execute a Franchise Agreement or to open an Facility according to the dates set forth in this Agreement or otherwise fail to comply with the Development Schedule, we have the right to immediately terminate this Agreement pursuant to Section 7.B.
- B. You may not develop a Facility unless (i) at least 45 days, but no more than 60 days, prior to the date set forth in the Development Schedule for the execution of each Franchise Agreement, you send us a notice (a) requesting that we send you our then current disclosure documents, (b) confirming your intention to develop the particular Facility and (c) sending us all information necessary to complete the Franchise Agreement for the particular Facility, and (ii) all of the following conditions have been met (these conditions apply to each Facility to be developed in the Development Territory):
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- Your Submission of Proposed Site. You must find a proposed site for the Facility which you reasonably believe to conform to our site selection criteria (as modified by us from time to time) and submit to us a complete site report (containing such demographic, commercial, and other information and photographs as we may reasonably require) for such site.
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- Our Consent to Proposed Site. You must receive our written consent to your proposed site. We agree not to unreasonably withhold consent to a proposed site.
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Source: Item 23 — RECEIPTS (FDD pages 69–245)
What This Means (2025 FDD)
According to Alloy's 2025 Franchise Disclosure Document, the Development Schedule dictates the franchisee's obligations regarding the development of Alloy facilities. Specifically, the franchisee must adhere to the Development Schedule, entering into Franchise Agreements by the dates outlined for the number of facilities specified in the schedule.
The Development Schedule also mandates compliance concerning the opening dates for each Alloy facility and the cumulative number of facilities that must be open and continuously operating within the designated Development Territory. Failure to meet these requirements, such as not executing a Franchise Agreement or not opening a facility according to the set dates, grants Alloy the right to immediately terminate the Development Agreement.
Furthermore, Alloy emphasizes that time is of the essence in adhering to the Development Schedule for each facility. If the franchisee complies with the Development Schedule, Alloy will not develop, operate, or franchise others to develop and operate an Alloy facility within the Development Territory. This protection lasts until the earliest of (i) the expiration or termination of the Development Agreement; (ii) the date the franchisee must execute the Franchise Agreement for their last facility; or (iii) the date the Authorized Location for the final facility is determined. Upon the occurrence of any of these events, the franchisee's right to develop additional facilities expires, and Alloy can then develop or franchise others to develop Alloy facilities in the Development Territory.