What is the minimum duration of the non-competition covenant required from the franchisee or transferring owner in an Annex Brands franchise transfer?
Annex_Brands Franchise · 2025 FDDAnswer from 2025 FDD Document
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- Franchisee (if transferring), or any transferring owner, must execute a non-competition covenant in substantially the form of the Non-Competition and Non-Solicitation Agreement (Attachment 11) in favor of Franchisor and the transferee agreeing, for not less than a continuous 2 year period after the transfer, not to have any interest, either directly or indirectly, or through an Immediate Family Member, as an employee, manager, consultant, operator, lender, investor, financier, representative, disclosed or beneficial owner, part owner, proprietor, partner, principal, officer, director, co-venturer, stockholder (except as the owner of securities listed on a stock exchange or traded on the over-the-counter market that represent 5% or less of that class of securities), member, agent, participant or in any other capacity, in a business that offers business support, mailbox rental (physical and virtual), package receiving, postal, printing and copying (including digital printing and copying), digital transfer, offset printing, large-format printing, binding, finishing, personalized mailing, direct mail, packaging, crating, pick-up and
delivery, palletizing, freight, shipping, office supply, boxes and packaging materials, notary or fingerprinting products or services, or related products or services ("competitive business"), that is located within a radius of not less than 5 miles of: a) the Center or b) any Center in operation or under construction on the effective date of the transfer.
Source: Item 22 — Contracts (FDD pages 109–110)
What This Means (2025 FDD)
According to Annex Brands' 2025 Franchise Disclosure Document, a franchisee or transferring owner must agree to a non-competition covenant for a minimum of two years after the transfer. This covenant prevents the franchisee or transferring owner from engaging in any competitive business within a 5-mile radius of the transferred center or any other operational or under-construction Annex Brands center.
The non-competition agreement restricts the franchisee or transferring owner from having any direct or indirect interest in a competitive business. This includes involvement as an employee, manager, consultant, operator, lender, investor, or owner. The definition of a "competitive business" is broad, encompassing businesses offering business support, mailbox rental, package receiving, postal, printing, copying, and other related services.
This restriction aims to protect Annex Brands and its franchisees from unfair competition by those who have gained knowledge and experience within the Annex Brands system. The non-competition covenant is a standard practice in franchising to safeguard the brand's market share and goodwill. Franchisees should carefully consider the implications of this covenant, especially if they plan to remain in the same industry after transferring their franchise.