Is an Apricot Lane franchisee allowed to sell approved merchandise and services through electronic commerce without prior written consent from the franchisor?
Apricot_Lane Franchise · 2025 FDDAnswer from 2025 FDD Document
FRANCHISOR hereby grants to FRANCHISEE, upon the terms and conditions herein contained, the right, franchise and privilege (the "franchise") to use the Mark "APRICOT LANE" as provided hereinafter (the "Designated Mark") and such other Marks as FRANCHISOR may authorize from time to time in the operation of a Specialty Store at a single approved location as provided in Section 1.B below. If a location for the Specialty Stores has not been selected and approved on signing this Agreement, the Designated Mark will be inserted in this Section 1.A no later than when a location is selected and approved as provided under the "Open License" terms and in Section 1.B below. The grant is limited to the right to operate a Specialty Store under the Designated Mark at the location designated in Section 1.B for retail over-the-counter sales to consumers of approved merchandise and services as hereinafter provided and any sales by the Franchised Business through any other means such as at wholesale, by mail order, through catalogs, electronic commerce, any other distribution channel, or at fairs or trade shows is prohibited without the express prior written consent of FRANCHISOR. If FRANCHISOR approves such sales, FRANCHISEE's sales shall comply with all conditions set forth in such consent.
Source: Item 23 — RECEIPTS (FDD pages 51–222)
What This Means (2025 FDD)
According to the 2025 Apricot Lane Franchise Disclosure Document, franchisees are generally prohibited from selling approved merchandise and services through electronic commerce or any other distribution channel without the franchisor's express prior written consent. This restriction extends beyond traditional retail sales, encompassing wholesale, mail order, catalogs, electronic commerce, and sales at fairs or trade shows. If Apricot Lane approves such sales, the franchisee must adhere to all conditions stipulated in the consent.
Apricot Lane may offer an E-Commerce Platform for franchisees. If a franchisee participates in this platform, all revenue generated through it is considered part of Gross Revenues and is subject to the terms of the Franchise Agreement, including royalty fees and advertising contributions. Specifically, the royalty and advertising contributions for revenues from the E-Commerce Platform are set at 5.5% and 1%, respectively. Apricot Lane retains the option to manage the franchisee's E-Commerce Platform, including entering into contracts with providers and administering the platform.
Franchisees are obligated to use only approved suppliers for the design, management, and maintenance of the E-Commerce Platform and must adhere to the standards set forth in the Confidential Operations Manual regarding development, design, marketing, sales, and operations. Apricot Lane also reserves the right to manage and maintain the E-Commerce Platform, including the right to remove content, and franchisees are responsible for backing up their data. These stipulations ensure that Apricot Lane maintains control over its brand and the quality of online sales, while franchisees must comply with the franchisor's standards and operational guidelines.