What topics are generally covered in the section of the Aplus franchise agreement summarized in this table?
Aplus Franchise · 2024 FDDAnswer from 2024 FDD Document
websites, and telephone listings and numbers |
| Provision | Section in franchise or | Summary |
|---|---|---|
| other agreement | ||
| for the APLUS Store to Franchisor and shall | ||
| notify the telephone company and all listing | ||
| agencies of the termination or expiration of | ||
| Franchisee's right to use any telephone | ||
| numbers or facsimile numbers associated | ||
| with the Marks and shall authorize transfer of | ||
| same to or at | ||
| the direction of Franchisor; | ||
| (viii) comply with all other applicable; (ix) at | ||
| our option, assume your lease (if applicable) | ||
| and/or purchase certain APLUS Store assets. | ||
| provisions of the franchise agreement. | ||
| If, by mutual agreement, the related | ||
| agreements | ||
| remain in effect after the | ||
| termination or nonrenewal of the APLUS | ||
| Franchise Agreement, your obligations under | ||
| these agreements shall continue and you may | ||
| be obligated to pay to us additional rent. | ||
| If the APLUS Franchise Agreement is | ||
| terminated prior to the end of its stated term, | ||
| you must pay us liquidated damages (see | ||
| j. Assignment of contract by franchisor | APLUS - 18 | Item 6). We have the right to transfer or assign all or any part of our rights or obligations under the APLUS agreements to any person or legal entity, provided that the assignee agrees in writing to assume all obligations undertaken by us. |
| k. "Transfer" by franchisee - defined | APLUS - 18 Premises - 2.22 | Includes transfer of APLUS franchise, assets or ownership change (in whole or in part). |
| l. Franchisor approval of transfer by franchisee | APLUS - 18 Premises - 2.22 | Sunoco's prior approval is required for all transfers of your rights, interests or obligations under the APLUS Franchise Agreement and related agreements. |
| m. Conditions for franchisor approval of transfer | APLUS - 18 Premises - 2.22 | We may require the following conditions for our approval of the transfer: (i) you have complied with our right of first refusal requirements; (ii) you have paid all monetary obligations and are otherwise in compliance with the franchise agreement; (iii) you and each Owner has executed a general release; (iv) the prospective transferee has satisfied our then-current requirements for a franchisee; (v) the transferee has executed our then-current form of franchise agreement, nondisclosure agreements, a general release, and any other required documents; (vi) you |
| 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. |
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 summary of provisions related to renewal, termination, transfer, and dispute resolution within the franchise agreement. The table outlines specific aspects of these topics, offering a high-level overview of what the agreement entails.
Regarding transfers, the table addresses the assignment of the contract by Aplus, defining what constitutes a transfer by the franchisee, the necessity of Aplus's approval for such transfers, and the conditions Aplus may impose for granting approval. These conditions can include compliance with first refusal rights, settling outstanding monetary obligations, obtaining releases, ensuring the transferee meets current franchisee requirements, and securing the transferee's execution of necessary agreements and documents.
The table also covers non-competition covenants, specifying that there are no such covenants during the franchise term. However, it notes that post-termination or expiration, restrictions may apply if the franchisee was in default, preventing them from engaging with competitive businesses within a 20-mile radius of an Aplus store for two years. The table further addresses modification of the agreement, stating that changes must be mutually agreed upon in writing, except for those Aplus is permitted to make unilaterally. It also includes an integration/merger clause, clarifying that only the terms within the Aplus Franchise Agreement and related documents are binding, while also affirming that representations made in the disclosure document are not disclaimed.
Finally, the table touches on dispute resolution, indicating the absence of arbitration or mediation provisions. It specifies that, subject to state law, Dallas, Texas, serves as the venue for proceedings related to the Aplus Franchise Agreement and that Texas law governs the agreement, again subject to applicable state laws and addenda.