What does Annex Brands require regarding the execution of the Non-Competition and Non-Solicitation Agreement?
Annex_Brands Franchise · 2025 FDDAnswer from 2025 FDD Document
No sale, assignment, transfer, conveyance, encumbrance or gift of any interest in the Franchise or this Agreement will release Franchisee or any other party to the transfer from the obligations or covenants in this Agreement, unless there is a specific written release by Franchisor.
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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
Source: Item 22 — Contracts (FDD pages 109–110)
What This Means (2025 FDD)
According to the 2025 FDD, Annex Brands requires that if a franchisee transfers their franchise, both the franchisee and any transferring owner must execute a non-competition covenant. This covenant must be substantially in the form of the Non-Competition and Non-Solicitation Agreement, which is included as Attachment 11 in the franchise agreement.
The non-competition agreement stipulates that for a minimum of two years after the transfer, the franchisee or transferring owner cannot have any interest in a competitive business within a 5-mile radius of the original Annex Brands center or any other center in operation or under construction at the time of the transfer. This restriction applies to various roles, including employee, manager, consultant, operator, lender, investor, or owner, among others.
The definition of a "competitive business" is broad, encompassing businesses that offer services such as business support, mailbox rental, package receiving, postal services, printing and copying, digital transfer, large-format printing, binding, personalized mailing, direct mail, packaging, crating, freight, shipping, office supplies, boxes, notary, and fingerprinting. This ensures that the franchisee or transferring owner cannot engage in any similar business that could compete with Annex Brands within the specified area and time frame.