If an Amorino franchisee continues operating after expiration without renewal, what indemnity obligations arise?
Amorino Franchise · 2025 FDDAnswer from 2025 FDD Document
- (4) In the event you continue operating the Franchised Business following the expiration or termination of this Agreement without renewing your franchise rights in accordance with Section 2.B, such arrangement will be considered an extension of this Agreement during that period of time but shall be subject to termination at the sole discretion of Amorino.
17. POST TERMINATION OBLIGATIONS
A. Post-Termination Obligations of Franchisee. Upon termination or expiration of this Agreement:
(1) You shall take all necessary steps to ensure there can be no possible confusion between your former activity as an Amorino franchisee and your new activity, including the specific steps set forth in this Section 17.A.
(2) You shall immediately cease to operate the Store, and shall not thereafter, directly or indirectly, represent or hold yourself out to the public in any manner as a present franchisee.
(3) You shall immediately cease to use all signs, equipment, advertising materials, stationery, furnishings, artwork, forms and other items which a) contain or display the Proprietary Marks or similar marks, b) display any representation of an angel or cupid including in any sign, statute or base relief; c) are identified with the System, or d) distinctively identified your particular Store. Among other things, you must do the following:
- (a) With respect to the exterior of the Store, you must remove the following:
- (i) All references to the Amorino trademark;
- (ii) All representations of an angel or cupid;
- (iii) The Amorino sign, formed by metallic black text mounted on spacers and the Amorino oval;
- (a) With respect to the exterior of the Store, you must remove the following:
(iv) The overhanding shop sign formed by the Amorino oval; and
(v) The wooden frames used for displaying the Amorino posters.
(b) With respect to the interior of the Store, you must remove the following:
(i) All references to the Amorino trademark;
(ii) All representations of an angel or cupid, especially statues and other low-projection sculptures;
(iii) The furnishings and/or wooden furniture, especially made of walnut, such as the wall cladding, shelves, storage cupboards, wooden frames displaying Amorino posters and the showcase fridges;
(iv) The fake beams; and
(v) The imitation stone wall.
(c) With respect to the element on the exterior and in the interior of the Store, you must modify the following elements:
(11) You shall pay us a delay fee of $500 U.S. Dollars for each day that you continue to violate the post-termination obligations in this Section.
Source: Item 22 — CONTRACTS (FDD pages 80–81)
What This Means (2025 FDD)
According to Amorino's 2025 Franchise Disclosure Document, if a franchisee continues to operate the Franchised Business after the expiration or termination of the agreement without renewing their franchise rights, this arrangement is considered an extension of the agreement. However, this extension is subject to termination at Amorino's sole discretion.
Upon termination or expiration of the Amorino franchise agreement, the franchisee has several post-termination obligations. The franchisee must take all necessary steps to eliminate any potential confusion between their former activity as an Amorino franchisee and any new business activity. Specifically, the franchisee must immediately cease operating the store and cannot represent themselves as a current franchisee. They must also stop using all signs, equipment, advertising materials, stationery, furnishings, artwork, forms, and other items that display Amorino's Proprietary Marks or any similar representations.
To further ensure there is no confusion, the franchisee must remove all references to the Amorino trademark, representations of an angel or cupid, the Amorino sign, the overhanging shop sign, and the wooden frames used for displaying Amorino posters from the exterior of the store. Similarly, the interior of the store must be stripped of all references to the Amorino trademark, representations of angels or cupids, walnut furnishings, wall cladding, shelves, storage cupboards, wooden frames, showcase fridges, fake beams, and imitation stone walls. Additionally, Amorino may require modifications to certain elements on the exterior and interior of the store to further distinguish it from other Amorino locations. The franchisee may also be obligated to pay a delay fee of $500 per day for violating post-termination obligations.