What does the Alloy lease addendum supersede regarding the rights of the Franchisor?

According to the 2025 Alloy Franchise Disclosure Document, the addendum to the lease agreement outlines specific conditions and acknowledgements that impact the franchisor's rights and responsibilities, particularly in relation to the franchisee's operation of an Alloy facility. The landlord acknowledges that the provisions within the addendum are essential for the tenant (franchisee) to operate under the Alloy franchise agreement. Without this addendum, the tenant would not lease the premises. This highlights the importance of the addendum in establishing the framework for the Alloy franchise at the location. The landlord also acknowledges that the franchisee is not an agent or employee of Alloy, clarifying that the franchisee has no authority to bind Alloy or create any liability on its behalf. This understanding is crucial to ensure that the landlord does not assume any direct obligations or liabilities for Alloy unless the lease is explicitly assigned to and accepted by Alloy in writing. This protects Alloy from potential liabilities arising from the franchisee's actions.

Furthermore, the addendum specifies that upon the expiration or termination of the lease, the landlord will cooperate with Alloy to regain possession of the premises. If Alloy chooses not to assume the lease, the landlord will allow Alloy to enter the premises to remove signs and other items identifying it as an Alloy facility. Alloy can also make necessary modifications, such as repainting, to protect its trademarks and distinguish the premises from Alloy facilities. This provision ensures that Alloy can maintain its brand identity and prevent any confusion after the franchise agreement ends.

In cases where Alloy elects to assume the lease, the addendum outlines the responsibilities of both the tenant and Alloy. The tenant remains liable for obligations and amounts owed to the landlord prior to the assignment and assumption of the lease by Alloy. Alloy, upon taking possession, must cure any defaults specified by the landlord within the given timeframes and execute an assumption of the tenant's rights and obligations under the lease. Alloy is then bound by all duties and obligations of the lease applicable to the tenant. This section ensures a smooth transition of lease responsibilities and protects the landlord's interests while allowing Alloy to continue operating the facility or assign the lease to another franchisee. The addendum also states that the franchise agreement will be construed and enforced in accordance with its terms, except as amended within the addendum itself.