What conditions must be met for Azal Coffee to consent to a transfer of the franchise?
Azal_Coffee Franchise · 2024 FDDAnswer from 2024 FDD Document
he Franchismay enter into a | se Agree new frar | ement, nchise |
- 2. Termination of Franchise Agreement. You and we agree that the Franchise Agreement is terminated as of the effective date of this Agreement.
- Release. As a condition to our consent to your transfer to the Buyer, you release and forever discharge us and our representatives, owners, employees, officers, agents and assigns from all liability, right, claim, debt and cause of action whatsoever, known or unknown, suspected or unsuspected, which you ever had, now have or may have at any time based on any agreement entered into between the parties on or before the date of this Agreement or based on any act or omission occurring on or before the date of this Agreement; provided, that nothing contained in this Section will affect your rights and obligations under this Agreement.
- 4. Your Duties. Effective on the date of this Agreement, and except as may be authorized by any other franchise agreement between us and you, your rights to use the Intellectual Property and the Franchise Systems and all other rights associated with being an authorized Azal Coffee franchisee will cease and, you must do the following:
- (a) You must immediately and permanently discontinue the use of the Intellectual Property, the Confidential Information, the Franchise Systems, and any trademarks, names, and logos similar to the Franchise Marks or Trade Dress, and any other materials that may, in any way, indicate that you are or were an Azal Coffee franchisee, or in any way associated with us.
- (b) Except as assumed by the Buyer, you must immediately discontinue all advertising placed or ordered. Except as transferred to the Buyer, you must remove and deliver to us all sign faces, advertising and promotional material, letterhead, forms, and any other items containing the Intellectual Property or the Confidential Information. You are responsible for the cost of sign and other identification removal and the cost of shipping signs and other materials to us.
Source: Item 22 — CONTRACTS (FDD page 51)
What This Means (2024 FDD)
According to Azal Coffee's 2024 Franchise Disclosure Document, there are several conditions that must be met for Azal Coffee to consent to a franchise transfer. As a condition of consent, the franchisee must release Azal Coffee from all liabilities and claims. The franchisee's rights to use Azal Coffee's intellectual property and franchise systems will cease, and they must discontinue using and return all materials related to the brand, unless these are transferred to the buyer.
Additionally, either the franchisee or the proposed transferee must take actions to ensure the franchise business complies with Azal Coffee's current standards for appearance, trade dress, equipment, and signage. The proposed transferee, along with their affiliates, must not be involved with any business that competes with Azal Coffee. If the transfer involves installment payments, the seller must sign a subordination agreement, giving Azal Coffee priority in receiving any amounts due. The franchise location's lease must be transferable to the new franchisee, and all parties involved must adhere to any other standard procedures specified by Azal Coffee.
Azal Coffee maintains that these conditions are necessary to protect its franchise marks and systems and do not impose unreasonable restrictions on the transfer. Prospective franchisees should carefully review these conditions to understand the full scope of requirements for transferring their Azal Coffee franchise.