What is the definition of 'E-Commerce Platform' in the Apricot Lane franchise agreement?
Apricot_Lane Franchise · 2025 FDDAnswer from 2025 FDD Document
Subject to the terms and conditions of this Subsection L, Franchisee has the right, using the Designated Mark (and other Marks authorized by Franchisor from time to time), to offer and sell through one or more third-party Internet websites or other electronic media authorized by Franchisor from time to time ("E-Commerce Platform") the merchandise to be sold at the Franchised Business in accordance with the terms of this Agreement. The E-Commerce Platform shall be deemed part of the Franchised Business and subject to all of the relevant terms and conditions under this Agreement. Franchisee acknowledges and agrees that e-commerce is rapidly evolving, with constant changes, and that Franchisor has the right from time to time to change the E-Commerce Platform (including substituting providers and using different technology) to maintain the competitiveness of Specialty Stores. Franchisor will give reasonable prior notice to Franchisee of any such changes, which in no event need to be more than 90 days. Franchisee agrees to discontinue use of any E-Commerce Platform that Franchisor no longer authorizes and will only use the then-current authorized E-Commerce Platform, notwithstanding that changes may result in costs and expenses to Franchisee. Franchisee shall execute and perform such agreements ("Provider's Contracts") with the provider of the
E-Commerce Platform ("Provider") as Franchisor requires from time to time (including requirements authorizing independent access to the E-Commerce Platform and Usage Data by Franchisor). Currently, Franchisor has designated "Shopify" as the sole and exclusive E-Commerce Platform, but, as noted above, Franchisor reserves the right to change the E-Commerce Platform in the future.
Source: Item 23 — RECEIPTS (FDD pages 51–222)
What This Means (2025 FDD)
According to the 2025 Apricot Lane Franchise Disclosure Document, the E-Commerce Platform is defined as one or more third-party Internet websites or other electronic media authorized by Apricot Lane through which the franchisee can offer and sell merchandise. This merchandise must be the same as what is sold at the physical franchised business, and all sales must comply with the terms of the franchise agreement. The E-Commerce Platform is considered part of the franchised business and is subject to all relevant terms and conditions of the agreement. Currently, Shopify is the sole authorized E-Commerce Platform, but Apricot Lane retains the right to change this in the future.
Apricot Lane emphasizes that e-commerce is rapidly evolving, and they reserve the right to change the E-Commerce Platform, including substituting providers and using different technology, to maintain the competitiveness of the stores. Franchisees will receive reasonable prior notice, which will be at least 90 days, of any such changes. Franchisees must discontinue using any E-Commerce Platform that Apricot Lane no longer authorizes and must use the then-current authorized platform, even if it results in costs and expenses for the franchisee.
Furthermore, franchisees are required to execute and perform agreements with the provider of the E-Commerce Platform as required by Apricot Lane, including authorizations for independent access to the E-Commerce Platform and usage data by Apricot Lane. This ensures that Apricot Lane maintains control and oversight over the online sales activities of its franchisees, and can make necessary adjustments to stay competitive in the e-commerce market.