What criminal convictions of a Principal or Manager can lead to termination of the Amorino franchise agreement?

According to Amorino's 2025 Franchise Disclosure Document, Amorino can terminate the franchise agreement if a franchisee, Principal, or Manager is convicted of certain crimes. Specifically, a conviction or guilty plea (or plea of no contest) to a felony, a crime involving moral turpitude, or any other crime or offense that Amorino believes is reasonably likely to have an adverse effect on the Franchised Business, System, Proprietary Marks, or reputation of Amorino can result in termination.

This provision gives Amorino broad discretion to terminate the franchise agreement based on criminal convictions. The inclusion of "moral turpitude" and any crime that Amorino "believes is reasonably likely to have an adverse effect" provides significant latitude for Amorino to act. This means that even if a crime is not a felony, Amorino could still terminate the agreement if they believe it could harm the brand's reputation or business operations.

For a prospective franchisee, this highlights the importance of ensuring that they, their Principals, and their Managers have clean criminal records and avoid any behavior that could lead to a conviction of a crime, even a misdemeanor, that Amorino might deem harmful to its brand. It is advisable to seek legal counsel to understand what types of offenses might be considered as involving "moral turpitude" or having a reasonably likely adverse effect, as these terms can be subjective and open to interpretation.

This type of clause is relatively common in franchise agreements, as franchisors need to protect their brand and reputation. However, the breadth of Amorino's clause underscores the need for franchisees to exercise caution and maintain high ethical standards in all aspects of their business and personal conduct.