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What constitutes 'dishonest or unethical conduct' that could lead to termination of my Aw franchise agreement?

Aw Franchise · 2025 FDD

Answer from 2025 FDD Document

  • (d) are convicted of or plead no contest to a felony or engage in any dishonest or unethical conduct which may adversely affect the reputation of the Company, your Papa Ray's Pizza Restaurant, the System or the goodwill associated with the Marks;

Source: Item 22 — CONTRACTS (FDD pages 39–40)

What This Means (2025 FDD)

According to Aw's 2025 Franchise Disclosure Document, engaging in any dishonest or unethical conduct that may adversely affect the reputation of the company, your Papa Ray's Pizza Restaurant, the System, or the goodwill associated with the Marks can lead to the termination of your franchise agreement.

This clause is fairly broad, and the FDD does not provide specific examples of what Aw considers 'dishonest or unethical conduct'. This gives Aw considerable discretion in determining what actions could be grounds for termination. The key factor is whether the conduct 'adversely affect[s] the reputation' of the brand or its associated goodwill. This could potentially include actions not only directly related to the business, but also personal conduct that reflects poorly on the Aw brand.

As a prospective franchisee, it is important to seek clarification from Aw regarding what specific actions or behaviors they would consider 'dishonest or unethical conduct'. Understanding Aw's interpretation of this clause is crucial to avoid unintentional breaches of the franchise agreement and potential termination. You may also want to consult with a franchise attorney to assess the potential risks associated with such a broad and subjective termination clause.

Disclaimer: This information is extracted from the 2025 Franchise Disclosure Document and is provided for research purposes only. It does not constitute legal or financial advice. Consult with a franchise attorney before making any investment decisions.