After the termination or expiration of the Anago subfranchise agreement, for how long is the Subfranchisor restricted from engaging in certain activities?
Anago Franchise · 2025 FDDAnswer from 2025 FDD Document
ot limited to, the right to terminate this Agreement pursuant to Section 8.2, in addition to Franchisor's rights, if any, under such other agreement(s).
ARTICLE 9 - OBLIGATIONS UPON TERMINATION OR EXPIRATION
Upon termination or expiration (through default or otherwise) of this Agreement (including any transfer by Subfranchisor in accordance with this Agreement), for any reason, Subfranchisor shall comply with the provisions of this ARTICLE 9 and all other obligations that, by their nature, survive the expiration or termination if this Agreement.
Section 9.1 - Payment of Outstanding Amounts
Franchisor may retain all fees paid under this Agreement. In addition, within 10 days after the effective date of the termination or expiration of this Agreement, or any later dates as it is
determined that amounts are due to Franchisor, Subfranchisor will pay to Franchisor all amounts owed to Franchisor and its Affiliates that are then unpaid.
Section 9.2 - Discontinue Use of Proprietary Marks and Confidential Information
- (a) Subfranchisor will take all action as may be necessary to cancel any fictitious, trade or assumed name registration, or equivalent registration that contains the name "Anago" or any other Proprietary Mark or colorable imitation of any trademark, trade name or service mark of Franchisor or its Affiliates. Subfranchisor will furnish Franchisor with evidence of compliance with this obligation to cancel the registration within 30 days after termination or expiration of this Agreement. If Subfranchisor fails to do so, Subfranchisor appoints Franchisor as Subfranchisor's attorney-in-fact to do so for Subfranchisor.
- (b) Subfranchisor acknowledges that there will be substantial confusion in the mind of the public if, after the end or termination of this Agreement, Subfranchisor continues to use the telephone number, websites, social media accounts, and other printed and electronic identifiers associated with the Subfranchise Business or with which the Subfranchise Business has been identified. Therefore, Subfranchisor agrees that promptly after the expiration or termination of this Agreement for any reason, Subfranchisor will cease and desist from using all such identifiers. On Franchisor's request, Subfranchisor will direct all persons responsible for or controlling such identifiers to transfer them to Franchisor or its designee. As regards the telephone number associated with the Subfranchise Business, Subfranchisor will direct the telephone company servicing Subfranchisor to transfer the telephone number to Franchisor, or to any person and at any location as the Franchisor directs. If Subfranchisor does not promptly direct the telephone company, Subfranchisor irrevocably appoints Franchisor as his or her attorney-in-fact to direct the telephone company to make the transfer. There will be no refund of any prepayments by Subfranchisor to the telephone company. Subfranchisor shall execute the Conditional Assignment of Telephone Numbers Agreement in the form attached hereto as Exhibit VI.
- (c) Subfranchisor shall immediately discontinue all use of all Confidential Information, including all Manuals and Client Information.
Source: Item 23 — RECEIPTS (FDD pages 62–298)
What This Means (2025 FDD)
According to Anago's 2025 Franchise Disclosure Document, upon termination or expiration of the Subfranchise Agreement, the Subfranchisor must comply with the obligations outlined in Article 9 of the agreement. These obligations, by their nature, continue even after the agreement ends.
Specifically, the Subfranchisor must immediately cease operating the Subfranchise Business and cannot identify themselves as a current or former Anago Subfranchise. This includes stopping the sale of Unit Franchises, discontinuing the use of advertising materials with Anago's Proprietary Marks, and ceasing to present themselves as an Anago Subfranchisor. The Subfranchisor must also take steps to disassociate from Anago and its system, cease soliciting clients or communicating with them, and stop providing services to Unit Franchisees. Additionally, they must alter the premises to distinguish it from its former appearance to prevent public confusion.
The Subfranchisor is also required to discontinue using all Confidential Information, including manuals and client information, immediately after the agreement's termination or expiration. They must also cancel any name registrations containing "Anago" or similar proprietary marks within 30 days of termination or expiration, and transfer all telephone numbers and identifiers associated with the Subfranchise Business to Anago. These restrictions aim to protect Anago's brand and confidential information, ensuring a clean break and preventing unfair competition from the former Subfranchisor. The FDD does not specify an exact duration for all restrictions, but emphasizes the immediate cessation of certain activities and the ongoing nature of others.