Is the information in this table legally binding for Aplus franchisees?
Aplus Franchise · 2024 FDDAnswer from 2024 FDD Document
[Item 17: RENEWAL, TERMINATION, TRANSFER AND DISPUTE RESOLUTION]
| Provision | Section in franchise or | Summary |
|---|---|---|
| other agreement | ||
| have provided us a complete copy of all | ||
| contracts, agreements, and related documents | ||
| concerning the sale of the APLUS Store from | ||
| you | ||
| to transferee; (vii) your or transferee has | ||
| paid us the applicable Transfer Fee; (viii) | ||
| transferee has obtained all necessary consents | ||
| and approvals from third parties to operate | ||
| the APLUS Store; (ix) the transferee | ||
| Designated Manager completes our required | ||
| initial training; (x) transferee provides proof | ||
| of U.S. citizenship or permanent legal | ||
| residency status; and (xi) transferee has | ||
| completed our then-current financial | ||
| application, and initial training. | ||
| n. Franchisor's right of first refusal to acquire franchisee's business | APLUS - 19 Premises - 2.22 | Within 60 days after receiving your notice of a pending 100% transfer, which must include a copy of the proposed purchase contract, we have the option to either notify you that (i) we decline to exercise our right of first refusal, or (ii) we will match the offer on the same terms and conditions contained in the offer. Except however, we have the right to deduct the amount of the transfer fee from the offering price, and payment of any brokerage fee is your responsibility. In the event we decline and the original purchase offer is materially changed prior to closing, you must provide us with the new terms and we will have 60 days in which to notify you if we elect to continue to decline or if we elect to match the new offer. |
| o. Franchisor's option to purchase franchisee's business | APLUS – 17.4 | Within 60 days after termination or expiration of the franchise agreement, we have the option to purchase any of the assets of the APLUS Store at fair market value, as determined by an independent appraiser. |
| p. Death or disability of franchisee | APLUS – 18.6 Premises - 2.22 | In the event of death, disability, or incapacity, of you or a controlling owner, the appointed representative must transfer ownership of the APLUS Store to a successor who is approved by us, and complete to our satisfaction our initial training program, prior to assuming the APLUS Franchise Agreement and related agreements. This transfer should occur within 180 days, and during that time, the Designated Manager is required to manage the APLUS Store. |
[Item 17: RENEWAL, TERMINATION, TRANSFER AND DISPUTE RESOLUTION]
| Provision | Section in franchise or other agreement | Summary |
|---|---|---|
| or | ||
| similar | ||
| state | ||
| laws; | ||
| or | ||
| has | ||
| outstanding | ||
| judgments against it or any Owner for over 30 | ||
| days, (xxiii) any default under any agreement | ||
| between you and us or our Affiliate (cross | ||
| defaults) (xxiv) failure on 2 or more separate | ||
| noticed occasions to comply with the same | ||
| obligation in any time-frame, and (xxv) receive | ||
| two or more default notices within 12 month time | ||
| frame | ||
| for | ||
| any | ||
| violation | ||
| of | ||
| the | ||
| franchise | ||
| agreement or the System Standards. | ||
| i. Franchisee's obligations on termination/ nonrenewal | APLUS - 17 Premises - 2.23 | Upon termination or non-renewal of the APLUS Franchise Agreement only, you must: (i) immediately cease to operate the APLUS Store; (ii) cease to use the Trade Secrets or other Confidential Information, the System and the Marks including, without limitation, all slogans, symbols, logos, advertising materials, stationery, forms and any other items which display or are associated with the Marks; (iii) take such action as may be necessary to cancel or assign to Franchisor, at Franchisor's option, any assumed name or equivalent registration filed with state, city or county authorities which contains the name APLUS, SUNOCO, or any other Mark, and you must provide to Franchisor with evidence satisfactory to Franchisor of compliance with this obligation within thirty (30) days after termination or expiration of this Agreement; (iv) pay all sums owing to Franchisor and any affiliate (v) pay to Franchisor all costs and expenses, including reasonable attorneys' fees, incurred by Franchisor subsequent to the termination or expiration of the Franchise in obtaining injunctive or other relief for the enforcement of any provisions of the franchise agreement; (vi) immediately return to Franchisor the Systems Manual, Trade Secrets and all other Confidential Information including records, files, instructions, brochures, agreements, referral contact list, disclosure statements and any and all other materials provided by Franchisor to Franchisee relating to the operation of the APLUS Store; (vii) assign all of Franchisee's email addresses, any websites, and telephone listings and numbers |
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, the table presented in Item 17 summarizes provisions related to renewal, termination, transfer, and dispute resolution, referencing specific sections within the APLUS franchise agreement or other related agreements. This table format is a common way franchisors present key legal terms in an accessible format.
The table outlines various scenarios such as the franchisee's obligations upon termination or non-renewal, Aplus's right of first refusal to acquire the franchisee's business, Aplus's option to purchase the franchisee's business, and procedures in the event of the death or disability of the franchisee. For instance, upon termination or non-renewal, a franchisee must cease operating the APLUS Store and discontinue using Aplus's trade secrets, system, and marks.
These provisions are legally binding as they are incorporated into the franchise agreement, which is a legally enforceable contract. Prospective franchisees should carefully review these provisions with legal counsel to fully understand their rights and obligations under the Aplus franchise agreement. Understanding these terms is crucial for making informed decisions about entering into the franchise agreement and operating an Aplus franchise.