Following the termination or expiration of the Amorino Area Development Agreement, can Amorino itself (or license others) construct stores in the Area Development Territory, and if so, are there any exceptions?
Amorino Franchise · 2025 FDDAnswer from 2025 FDD Document
[Item 22: CONTRACTS]
8.2 Post-Term.
During a two-year uninterrupted period after the expiration or termination of this Agreement, for any reason, neither Area Developer, nor any officer, director, shareholder or general partner or limited partner of a corporate or partnership franchisee, shall:
- (1) Divert or attempt to divert any present or prospective customer or supplier of any Amorino Store to any competitor, by direct or indirect inducement or otherwise, or do or perform, directly or indirectly, any other act injurious or prejudicial to the goodwill associated with the Proprietary Marks and the System.
- (2) Employ or seek to employ any person who is or has been within the previous 30 days employed by Amorino or an Affiliate of Amorino as a salaried managerial employee, or otherwise directly or indirectly induce such person to leave his or her employment.
- (3) Own, maintain, advise, operate, engage in, be employed by, make loans to, invest in, provide any assistance to, or have any interest in (as owner or otherwise) or relationship or association with, any business that engages in the production or sale at retail or wholesale of gelato or other ice cream products, and any other products or services offered by your Store or proposed to be offered by your Store or offered by Amorino Stores, at any location within the United States, its territories or commonwealths, or any other country, province, state or geographic area that (i) is, or is intended to be, located at the location of any of your former Stores; (ii) within the former Protected Area of any of your Stores (or, if there was no protected area, within a three-mile radius of the Store); (iii) within a three-mile radius of any other Store operating under the System and Proprietary Marks in existence
Source: Item 22 — CONTRACTS (FDD pages 80–81)
What This Means (2025 FDD)
According to the 2025 Amorino Franchise Disclosure Document, following the expiration or termination of the Area Development Agreement, Amorino is not explicitly restricted from constructing stores or licensing others to construct stores within the former Area Development Territory. However, the Area Developer is subject to certain post-term restrictions.
Specifically, for a two-year period after the agreement's expiration or termination, the Area Developer is restricted from engaging in activities that could harm the Amorino brand. This includes soliciting Amorino's customers or suppliers, employing individuals recently employed by Amorino, or being involved with any business that produces or sells gelato or similar products within the former Area Development Territory. These restrictions apply to the Area Developer, its officers, directors, shareholders, and partners.
These post-term covenants aim to protect Amorino's interests and goodwill by preventing former Area Developers from directly competing with the franchise system for a limited time after their agreement concludes. This is a common practice in franchising to ensure brand consistency and protect the franchisor's investment in its trademarks and business model. The obligations are tolled during any period of noncompliance.