Can the Aw franchisor seek an injunction prohibiting conduct violating the non-compete terms?
Aw Franchise · 2025 FDDAnswer from 2025 FDD Document
urt Modification of Agreement.** You agree that this form of Agreement is prepared for use in many jurisdictions with differing public policies and that such public policies change. Accordingly, you agree that the prevailing non-competition restrictions set forth above may be modified by a Court to the extent necessary to make the non-competition agreements valid and enforceable against you.
- 17.3 Enforcement of Covenants Not to Compete. You acknowledge that violation of the covenants not to compete contained in this Agreement would result in immediate and irreparable injury to us for which no adequate remedy at law will be available. Accordingly, you hereby acknowledge that we may seek to obtain the entry of an injunction prohibiting any conduct by you or your Owners in violation of the terms of the covenants not to compete set forth in this Agreement. You expressly agree that it may conclusively be presumed that any violation of the terms of said covenants not to compete was accomplished by and through your unlawful use of our Confidential Information. Further, you expressly agree that the existence of any claims you may have against us, whether or not arising from this Agreement, shall not constitute a defense to the enforcement by us of the covenants not to compete set forth in this Agreement. You further agree to pay all costs and expenses (including reasonable attorneys' and experts' fees) incurred by the us in connection with the enforcement of those covenants not to compete set forth in this Agreement.
18. DISPUTE RESOLUTION
18.1 Mandatory Mediation. Except for actions pursuant to Paragraph 18.3 below, prior to the initiation of arbitration or litigation by either party pursuant to this Agreement, the parties must make a good faith effort to resolve any controversies between them by non-binding mediation either through a mutually acceptable mediator or through an established mediation service selected by us (in either case, "Mediator").
Source: Item 22 — CONTRACTS (FDD pages 39–40)
What This Means (2025 FDD)
According to Aw's 2025 Franchise Disclosure Document, Aw can seek an injunction against a franchisee or their owners for violating the non-compete agreements within the Franchise Agreement. The FDD states that a violation of the non-compete covenants would cause immediate and irreparable harm to Aw, for which monetary compensation would not be adequate.
The agreement allows Aw to seek an injunction prohibiting any conduct that violates the non-compete terms. The franchisee acknowledges that any violation of these terms may be presumed to be through unlawful use of Aw's confidential information. Furthermore, any claims the franchisee may have against Aw do not constitute a defense against the enforcement of the non-compete covenants.
In addition to seeking an injunction, Aw is entitled to recover all costs and expenses, including reasonable attorneys' and experts' fees, incurred in enforcing the non-compete covenants. This means that if Aw successfully obtains an injunction against a franchisee for violating the non-compete agreement, the franchisee may be responsible for covering Aw's legal costs associated with the enforcement action.
Moreover, Aw is entitled, without posting a bond, to seek temporary and permanent injunctions and orders of specific performance in a court of competent jurisdiction to enforce the provisions of the Agreement relating to the franchisee's use of the Marks and their non-disclosure and non-competition obligations under this Agreement. The franchisee agrees to waive any claims for damages if an injunction or specific performance order is later determined to have been issued improperly.