What does the Amorino franchise agreement grant the franchisee the right to do?
Amorino Franchise · 2025 FDDAnswer from 2025 FDD Document
A. Grant.
- (1) Subject to the terms and conditions contained in this Agreement, Amorino grants to you the right to use the System, the Proprietary Marks and the Copyrighted Materials solely in connection with the operation of the Franchised Business, and you accept this right and agree to undertake the obligation to use the System, the Proprietary Marks and the Copyrighted Materials solely in connection with the operation of the Franchised Business.
- (2) The franchise granted to you under this Agreement includes only the right (a) to use the System, the Proprietary Marks and the Copyrighted Materials in connection with the retail sale of authorized products at the Store location to be identified as the "Franchised Location" in a written addendum to this Agreement substantially in the form of addendum attached as Attachment A (the "Form of Addendum"); and (b) to use the Proprietary Marks and the Copyrighted Materials to operate, advertise and promote the Store in accordance with the terms set by us. The location identified in such addendum as the "Franchised Location" shall be the "Franchised Location" for all purposes under this Agreement.
- (3) We do not grant to you any right to (a) sublicense the use of the System, the Proprietary Marks or the Copyrighted Materials, (b) cobrand with another franchise or concept, (c) provide off or on-site catering services without Amorino's prior written consent, (d) deliver or ship Proprietary Products or other Amorino Goods and Services (as defined in Section 8.D below), regardless of the destination, without Amorino's prior written consent, or (e) distribute Amorino products through wholesale channels, such as supermarkets, convenience stores or other retailers, or through food service providers such as restaurants or airlines.
B. Protected Area.
- (1) Amorino grants to you the exclusive right to operate the Franchised Business at the Franchised Location in the territory to be identified as the "Protected Area" in an addendum substantially similar to the Form of Addendum (the "Protected Area"). The territory identified in such addendum as the "Protected Area" shall be the "Protected Area" for all purposes under this Agreement. During the term of this Agreement, Amorino shall not own or operate, or license or grant anyone else the right to own or operate, an Amorino Store, kiosk outlet, mobile outlet or other retail outlet under the Proprietary Marks within the Protected Area.
- (2) You acknowledge and agree that the franchise granted to you under this Agreement is nonexclusive outside of the Protected Area and that you may not operate in any way or sell any Proprietary Products or other Amorino Goods and Services outside the Protected Area if the area is reserved exclusively by Amorino or by another franchisee or such sale is otherwise in violation of this Agreement.
- (3) You further acknowledge that exclusivity of the Protected Area can be revoked upon the occurrence of any of the events which would give rise to our right to terminate this Agreement and your franchise as set forth in Section 16 of this Agreement.
Source: Item 22 — CONTRACTS (FDD pages 80–81)
What This Means (2025 FDD)
According to the 2025 Amorino Franchise Disclosure Document, the franchise agreement grants the franchisee specific rights related to operating an Amorino business. Amorino grants the franchisee the right to use the Amorino System, Proprietary Marks, and Copyrighted Materials solely for operating the Franchised Business. This includes the retail sale of authorized products at the designated store location, as well as the right to operate, advertise, and promote the store using Amorino's Proprietary Marks and Copyrighted Materials, all in accordance with the terms set by Amorino.
However, the agreement also specifies certain limitations. The franchisee is not granted the right to sublicense the use of the System, Proprietary Marks, or Copyrighted Materials. They cannot co-brand with another franchise or concept, provide off-site or on-site catering services, or deliver/ship Proprietary Products without Amorino's prior written consent. Additionally, franchisees are prohibited from distributing Amorino products through wholesale channels like supermarkets or restaurants.
Furthermore, Amorino grants franchisees an exclusive right to operate their Franchised Business at the Franchised Location within a defined Protected Area. During the term of the agreement, Amorino will not operate or license others to operate an Amorino store, kiosk, mobile outlet, or other retail outlet under its Proprietary Marks within this Protected Area. However, this exclusivity is limited to the Protected Area, and the franchisee's rights are nonexclusive outside of it. The franchisee cannot operate or sell Proprietary Products outside the Protected Area if the area is reserved by Amorino or another franchisee, or if such sales violate the agreement. It's also important to note that this exclusivity can be revoked if the franchisee breaches the agreement, potentially leading to termination.