Where in the Aplus franchise agreement can I find the full details regarding the provisions summarized in this table?
Aplus Franchise · 2024 FDDAnswer from 2024 FDD Document
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ITEM 17 RENEWAL, TERMINATION, TRANSFER AND DISPUTE RESOLUTION
This table lists certain important provisions of the franchise and related agreements. You should read these provisions in the agreements attached to this Disclosure Document.
Legend:
"APLUS" means the APLUS Franchise Agreement
"Premises" means the APLUS Premises Lease
THE FRANCHISE RELATIONSHIP FRANCHISE AGREEMENT AND RELATED AGREEMENTS
| Provision | | Section in | Summary | |---|---|---|---| | | | Development Agreement | | | a. Length of the Agreement term | Section 2.1 | | The period beginning on the effective date and ending on the earlier of: (i) the date on which you have completed your development obligations, or (ii) 12:00 midnight CST on the last day specified in the development schedule. | | b. Renewal or extension of the | No provision | | Not applicable. | | term | | | | | c. Requirements for Developer | No provision | | Not applicable | | to renew or extend | | | | | d. Termination by Developer | No provision | | Not applicable | | e. Termination by the | No provision | | Not applicable | | franchisor without cause | | | | | f. Termination by the franchisor with “cause” | Sections 9.1, 9.2., 9.3, 9.4, 9.5, and 9.6 | | We can terminate if you materially default under your development agreement, an individual franchise agreement, or any other agreement between you or your affiliate and us. In the event of the death or permanent incapacity of an owner, we may terminate if you fail to adhere to the applicable transfer requirements. | | g. “Cause” defined - curable defaults | Sections 9.3, 9.4, 9.5, and 9.6 | | You have 10 days to cure a failure to pay fees and 30 days to cure any other default, and in the case of a breach or default in the performance of your obligations under any franchise agreement or other agreement between you and us. | | h. “Cause” defined – non- curable defaults | Sections 9.1 and 9.2 | | Non-curable defaults: unapproved transfers; failure to meet development obligation; any breach of confidentiality or unfair competition described in Section 10; cross defaults, bankruptcy, foreclosure, insolvency, conviction of a felony, misrepresentations in your application, and/or repeated defaults, even if cured. | | i. Developer’s obligation on termination/non-renewal | Sections 2.2 and 10.2 | | You will have no further right to develop or operate additional APLUS Stores which are not, at the time of termination, the subject of a then existing franchise agreement between you and us. You may continue to own and operate all APLUS Stores under then existing Franchise Agreements. | | j. Assignment of contract by | Section 8.1 | | No restrictions on our right to assign. | | franchisor | | | | | k. “Transfer” by Developer – defined | Section 8.2 | | Includes transfer of the agreement, changes in ownership of the entity which is a party to the agreement and transfers of assets. No shares of a |
| Provision | Section in | Summary | |
|---|---|---|---|
| Development Agreement | at the time of early termination of the development agreement due to default is excepted from this restriction. | ||
| s. Modification of the | Sections 13.1 and | Must be in writing and signed by all parties | |
| Development Agreement | 13.2 | ||
| t. Integration/merger clause | Section 13.1 | Only the terms of the development agreement are binding. | |
| u. Dispute resolution by | Not applicable | Not applicable | |
| arbitration or mediation | |||
| v. Choice of forum | Sections 14.3 | Venue for any proceeding is the court serving the judicial district in which we maintain our principal place of business at the time the action is initiated (currently Dallas, Texas) (subject to state law). | |
| w. Choice of law | Section 14.1 | Texas law applies without giving effect to any conflict of law principals (subject to state law). |
Source: Item 17 — RENEWAL, TERMINATION, TRANSFER AND DISPUTE RESOLUTION (FDD pages 53–64)
What This Means (2024 FDD)
According to Aplus's 2024 Franchise Disclosure Document, Item 17 provides a table summarizing key provisions within the franchise and related agreements. The table includes a column labeled "Section in franchise or other agreement" that specifies where to find the full details for each provision.
For example, the summary of non-competition covenants after the franchise is terminated or expires can be found in Section 7 of the APLUS Franchise Agreement. Details regarding modifications to the agreement are located in Section 23.7 of the APLUS Franchise Agreement and Section 2.27 of the Premises Lease. The integration/merger clause can also be found in Section 23.7 of the APLUS Franchise Agreement and Section 2.27 of the Premises Lease. The choice of forum is detailed in Section 24.2 of the APLUS Franchise Agreement, while the choice of law is covered in Section 24.1 of the APLUS Franchise Agreement.
It is important to note that some provisions, such as non-competition covenants during the term of the franchise and dispute resolution by arbitration or mediation, have "No provision," indicating that these topics are not addressed in the APLUS Franchise Agreement. Franchisees should carefully review these sections within the actual agreements to fully understand their rights and obligations. Aplus also advises that you should read these provisions in the agreements attached to the Disclosure Document.