What is the definition of 'Event of Default' in the context of the Anago SRA and this agreement?

According to Anago's 2025 Franchise Disclosure Document, an "Event of Default" under the Collateral Assignment agreement refers to a default by the Assignor (typically the franchisee) under the SRA (Subfranchise Rights Agreement) that remains unresolved even after all applicable notice and cure periods have passed. This definition is crucial because it triggers certain rights for the Assignee (Anago), such as the ability to assume the lease of the premises.

Several actions can trigger a default under the SRA. These include ceasing contracted services for more than 3 consecutive days without Anago's consent, failing to comply with mandatory specifications for cleanliness, conviction of a felony or crime of moral turpitude by the franchisee or their officer, director, owner, or managerial employee, denying Anago the right to inspect the franchise or audit records, engaging in harmful conduct, unauthorized transfer of rights, breaches of confidentiality or noncompetition covenants, maintaining false records, misusing proprietary property, receiving three or more notices of default in a 12-month period, or losing service to all Anago contracts and failing to complete corrective measures within 90 days of notice.

Additionally, an Event of Default occurs if the franchisee fails to comply with any requirements of the agreement or the Anago Manual, or fails to carry out the agreement in good faith. Certain events, such as damaging the Anago System through environmental law violations, insolvency, bankruptcy, or a final unsatisfied judgment exceeding $5,000, can lead to automatic termination without notice or opportunity to cure. Understanding these conditions is essential for franchisees to avoid potential termination of their agreement and loss of their franchise rights.