How long does the post-term non-compete agreement with Amorino last?
Amorino Franchise · 2025 FDDAnswer from 2025 FDD Document
Commencing upon the later of: (a) a transfer permitted under this Agreement, expiration of this Agreement, or termination of this Agreement (regardless of the cause for termination) or (b) a final court order (after all appeals have been taken) with respect to any of the foregoing events or with respect to enforcement of this Section, and continuing for an uninterrupted period of two years thereafter, you and each of your Principals, shall not either directly or indirectly, for yourselves, or through, on behalf of, or in conjunction with any person, persons, or legal entity, own, maintain, advise, operate, engage in, be employed by, make loans to, or have any interest in or relationship or association with a business that engages in the production or sale at retail or wholesale of ice cream products, other than a Amorino Store operated pursuant to a then currently effective franchise agreement with Amorino, and (i) is, or is intended to be, located at the location of the former Franchised Business; (ii) within the former Protected Area of the Store (or, if there was no protected area, within a three-mile radius of the Store); or (iii) within a three-mile radius of any other store operating under the System and Proprietary Marks in existence or under development at the time of such expiration, termination or transfer.
If any Principal ceases to own an interest in the Franchisee for any reason during the franchise time, the foregoing covenants shall apply to the departing Principal for a two-year period beginning on the date such person ceases to meet the definition of a Principal.
The obligations described in this Section shall be tolled during any period of noncompliance.
Source: Item 22 — CONTRACTS (FDD pages 80–81)
What This Means (2025 FDD)
According to Amorino's 2025 Franchise Disclosure Document, after the franchise agreement expires or terminates, the franchisee and their principals are subject to a non-compete agreement for two years. This restriction begins either upon the agreement's expiration, termination, or a permitted transfer, or after a final court order related to these events.
During this two-year period, the franchisee and their principals are prohibited from engaging in any business that produces or sells ice cream products at retail or wholesale. This includes owning, maintaining, advising, operating, or being employed by such a business. This restriction applies to locations at the former franchised business, within the former protected area (or a three-mile radius if no protected area existed), or within a three-mile radius of any other Amorino store.
This non-compete obligation is "tolled" or paused during any period of noncompliance, meaning the clock stops running if the franchisee violates the agreement. Furthermore, Amorino retains the right to reduce the scope of the non-compete agreement at its discretion. These post-term non-compete terms are common in franchising to protect the brand and prevent franchisees from using Amorino's confidential information and training to compete against the system after leaving.