During the term of the Amorino Franchise Agreement, can I divert customers to a competitor?
Amorino Franchise · 2025 FDDAnswer from 2025 FDD Document
ary Marks and Marks will provide a competitive advantage, and is the primary reason you are entering into this Agreement. You and each Principal covenant and agree that during the term of this Agreement, except as otherwise
approved in writing by Amorino, you and, if applicable, such Principal, shall not, either directly or indirectly, for yourselves, or through, on behalf of, or in conjunction with any person, or legal entity:
- (1) Divert or attempt to divert any present or prospective customer or supplier of the Franchised Business to any competitor, by direct or indirect inducement or otherwise, or do or perform, directly or indirectly, any other act inj
Source: Item 22 — CONTRACTS (FDD pages 80–81)
What This Means (2025 FDD)
According to Amorino's 2025 Franchise Disclosure Document, you are prohibited from diverting or attempting to divert customers to a competitor during the term of the Franchise Agreement. Specifically, you cannot directly or indirectly induce any present or prospective customer or supplier of the Franchised Business to patronize a competitor. Additionally, you are barred from performing any action that could harm the goodwill associated with Amorino's Proprietary Marks and System.
This restriction is part of the non-competition agreement that Amorino requires you and any Principals to adhere to during the term of the agreement. This covenant acknowledges that you will receive valuable specialized training and confidential information, including operational, sales, promotional, and marketing methods and techniques, as well as trade secrets of Amorino and its System. The agreement also recognizes that the license to use Amorino's Proprietary Marks and benefit from the associated goodwill provides a competitive advantage, which is a primary reason for entering into the Franchise Agreement.
The FDD specifies that this non-competition clause is in effect unless Amorino provides written approval otherwise. This means that any activity that could be construed as diverting customers, soliciting employees, or engaging in competitive business activities is forbidden without explicit permission from Amorino. This is a fairly standard practice in franchising, designed to protect the brand and the franchise system from internal competition.
Violation of this non-compete clause could lead to serious consequences, including termination of the franchise agreement, as detailed in Section 16 of the agreement. Prospective franchisees should carefully consider these restrictions and ensure they are comfortable with the limitations on their business activities during the term of the franchise agreement.