factual

What is the definition of an 'Improvement' in relation to an Amorino store?

Amorino Franchise · 2025 FDD

Answer from 2025 FDD Document

lated costs and expenses in implementing any such changes required by Amorino in your Store.

10. SYSTEM AND MANUAL

A. System Modification. Amorino may modify the System, and the products and services offered by the Franchised Business, from time to time to add, delete, or update menu

items, amend operating procedures, products and services, or make other changes as Amorino deems appropriate in its sole discretion. You agree to comply, at your expense, with all such modifications, including all requirements to implement the modifications, such as replacement or renovation of equipment, remodeling, redecoration and modifications to existing improvements, including structural changes subject to the limitation on expenditures set forth in subsection 8.J. above. Amorino shall give you written notice of any such modifications and you agree to implement such modifications and complete such implementation within such time as Amorino may reasonably specify in the notice. No such modification will alter your fundamental status and rights as a franchisee of a Store under this Agreement.

B. Manual

  • (1) Amorino will grant you online access to the then-current operations knowhow manual (the "Manual"), which contains standards, methods, policies, procedures, systems, forms, and other Confidential Information (as defined below) for you to implement and comply with in the operation of the Store.
  • (2) The Manual can come in different forms and shapes such as, but not limited to, a paper binder, a tablet application (ex. Padlet), on-line website (AmorinoNow).
  • (3) The franchisee is granted access to the manual for the duration of the agreement and remains the franchisor's exclusive property. The franchisee undertakes to respect the confidential nature of this manual. Amorino shall have the absolute right to make additions, deletions, modifications and updates to the Manual from time to time. The term "Manual" shall include the Manual as modified and amended in accordance with this Agreement.
  • (4) You shall operate the Store in strict adherence to all of the provisions of the Manual as then in effect.

11. CONFIDENTIAL INFORMATION

  • A. Confidentiality. You shall maintain the confidentiality of all Confidential Information. You shall use Confidential Information only in connection with the operation of the Franchised Business, and shall divulge Confidential Information only to your employees and only on a need to know basis. This obligation shall survive termination or expiration of this Agreement] for as long a period as permitted by law.
  • B. Confidential Information. The term "Confidential Information" shall include, by way of example and not by way of limitation, trade secrets, know-how and other elements of the System; all customer information; all information contained in the Manual; Amorino's proprietary recipes, standards and specifications for product preparation, packaging and service; financial information of Amorino, its Affiliates or the Franchised Business; marketing plans, strategies and data relating to Amorino, the Franchised Business or the System; vendor and supplier information; all knowledge, trade secrets, or know-how concerning the methods of operation of the Franchised Business which may be communicated to you, or of which you may be apprised, by virtue of this Agreement; and all other information that Amorino designates as confidential information. However, "Confidential Information" shall not include information that is known or becomes known to the public, in the industry of which Amorino is a part or is

otherwise discoverable by lawful means.

  • C. Return of Confidential Information. Upon request, and upon termination of this Agreement, you shall return to Amorino all documents, materials and records containing or referring to the Confidential Information, including all copies, summaries, extracts and notes derived from the Confidential Information.
  • D. Enforcement.

Source: Item 22 — CONTRACTS (FDD pages 80–81)

What This Means (2025 FDD)

According to the 2025 Amorino FDD, an 'Improvement' refers to any modification made to the Amorino system. Amorino may modify the system, products, and services offered by the Franchised Business by adding, deleting, or updating menu items, amending operating procedures, products and services, or making other changes as Amorino deems appropriate in its sole discretion.

The franchisee is responsible for complying with these modifications at their own expense, including any necessary replacements or renovations of equipment, remodeling, redecoration, and modifications to existing improvements, including structural changes. Amorino will provide written notice of any such modifications, and the franchisee must implement them within the timeframe specified by Amorino.

Any such Improvement shall become Amorino's sole property, including all related patents, patent applications, and other intellectual property rights. The franchisee assigns to Amorino any rights they may have or acquire in the Improvements, including the right to modify the Improvement, and waives all rights of restraint and moral rights. The franchisee also agrees to assist Amorino in obtaining and enforcing the intellectual property rights to any such Improvement.

Disclaimer: This information is extracted from the 2025 Franchise Disclosure Document and is provided for research purposes only. It does not constitute legal or financial advice. Consult with a franchise attorney before making any investment decisions.