For a Beef O Bradys franchise, is the glossary intended to be a definitive source for the definition of terms?
Beef_O_Bradys Franchise · 2025 FDDAnswer from 2025 FDD Document
[Item 23: RECEIPTS.]
| TERM | DEFINITION |
|---|---|
| Improvements | Ideas, concepts, methods, techniques or improvements relating to the Family |
| Section 9.2 | Sports Pub or the System that you or your employees may develop. |
| Indemnified | Us, our affiliates our respective shareholders, directors, officers, employees, |
| Parties | agents, successors and assigns that you agree to indemnify, defend and hold |
| Section 18.4 | harmless from and against all claims, obligations and damages. |
| Interim Management Section 16.6 | After we have given you written notice that you are in default, we may (but are not obligated to) assume interim management of the Family Sports Pub during the pendency of any cure period or in lieu of immediately terminating the Franchise Agreement. |
| Lease Assignment | Out form of Conditional Assignment and Assumption of Lease agreement that |
| Section 4.3(b) | you and the lessor must entered into. |
| Manager(s) | If you are a Business Entity, a person having management rights and powers |
| Section 7.1 | (e.g. officers, kitchen managers, general managers, partners, etc.). |
| Manuals Section 11.1 | Our manuals consisting of such materials (including, as applicable audiotapes, videotapes, magnetic media, computer software and written materials) that we generally grant access to franchisees for use in operating a Family Sports Pub. |
| Marketing | You currently must contribute to the Marketing Development Fund 2.3% of |
| Contributions | monthly Adjusted Gross Sales but may in the future be required to contribute |
| Section 12.1 | 2.5% of your monthly Adjusted Gross Sales. |
| Marketing | A system-wide marketing and development fund that we have established for |
| Development Fund | such advertising, marketing and public relations programs and materials we |
| Section 12.1 | deem necessary or appropriate. |
| Marks Section 1.1 | The trade and service marks “Beef 'O' Brady’s®,” “O’ Brady’s®,” “Beef’s®” and other associated logos, designs, artwork and trade dress and additional trademarks, service marks and commercial symbols that we use, promote and license in conjunction with the operation of Family Sports Pubs. |
| Notification Date | The date on which we notify you whether or not we are exercising our option to |
| Section 17.5(a) | purchase your Family Sports Pub upon termination of the Franchise Agreement. |
| Opening On-Site Assistance Section 7.2 | The supervision and assistance by a member of our staff that we, or our designee, will provide for 6 days prior to opening and for 6 days after opening of the Family Sports Pub. If it your second or subsequent Family Sports Pub, we provide 5 total days of Second and Subsequent Opening On-Site Assistance. |
| Opening Week | The week that your Family Sports Pub opens to the public. |
| Section 7.2 | |
| Operating Assets Section 5.5 | All fixtures, furnishing, equipment, signs, and electronic or computerized devices and services (including telecopiers, cash registers, computers, POS, e-mail, ISP, intranet and internet services, hardware and software) for use in connection with your Family Sports Pub. |
| Operating Partner | You, or if you are a Business Entity, your primary operating partner. |
| Section 7.1 | |
| Operating | Your designated manager who is, responsible for day to day operation of the |
| Manager | Family Sports Pub and has successfully completed Beef’s Operator Training |
| Section 7.1 | Program. |
[Item 23: RECEIPTS.]
| TERM | DEFINITION |
|---|---|
| Control | The power to direct or cause the direction of management and policies. |
| Section 13.16 | |
| Developer | You |
| Introductory Paragraph | |
| Development Area | The geographic area in which you are granted the right develop Family Sports |
| Section 3.1(a) | Pub. |
| Development Fee Section 4.1 | The fee that you must pay us when you sign this Agreement, which fee depends upon the number of Family Sports Pubs you agree to develop within the Development Area, and shall be calculated in the manner set forth in Section 4.1. |
| Development Periods | The time periods within which you must commence construction of, |
| Section 3.3(b) | development and open Family Sports Pubs. |
| Development Schedule | The schedule within which your Family Sports Pubs must be developed. |
| Section 3.3(b) | |
| Family Sports Pubs Section 1.1 | The casual dining restaurants featuring and serving a variety of food and beverage products and services, including our approved beverage program, which includes beer and wine and hard liquor, in a distinctive and innovative environment that we have developed. |
| Family Member | Parents, spouses, offspring and siblings, and the parents and siblings of |
| Section 13.16 | spouses. |
| Franchise Agreements | The franchise agreements between you and us to operate Family Sports Pubs. |
| Section 2.1 | |
| Indemnified Parties Section 12.4 | Us, our affiliates our respective shareholders, directors, officers, employees, agents, successors and assigns that you agree to indemnify, defend and hold harmless from and against all claims, obligations and damages. |
| Operating Partner(s) | If you are a Business Entity, the person having management rights and powers |
| Section 6.1, 6.2 | (e.g., officers, managers, partners, etc.). |
| Marks Section 1.1 | The trade and service marks “Beef 'O' Brady’s®,” “'O’Brady’s®,” “Beef’s®” and other associated logos, designs, artwork and trade dress and additional trademarks, service marks and commercial symbols that we use, promote and license in conjunction with the operation of Family Sports Pubs. |
| Owner Section 13.16 | Any person holding a direct or indirect, legal or beneficial ownership interests or voting rights in another person (or a transferee of this Agreement or an interest in you), and the officers, directors, partners, members or holders of a beneficial interest in any person who has 5% or more a direct or indirect beneficial interest in you or this Agreement and any person who has any other legal or equitable interest, or the power to vest in himself any legal or equitable interest, in the revenue, profits, rights or assets. |
| Person | Individuals and Business Entities. |
| Section 13.16 | |
| Restricted Person | You or any of your Owners if you are a Business Entity. |
| Section 7.3(a) | |
| Section | A section or subsection of this Agreement. |
| Section 13.16 | |
| Sites | The location and premises for your Family Sports Pubs that we have |
| Section 3.3(a) | approved. |
Source: Item 23 — RECEIPTS. (FDD pages 66–330)
What This Means (2025 FDD)
According to the 2025 Beef O Bradys FDD, Item 23 provides definitions for various terms used within the Franchise Agreement. These definitions offer clarity and context for understanding the legal and operational aspects of the franchise. For example, terms like "Improvements," "Indemnified Parties," "Manuals," and "Marks" are defined, specifying what they encompass within the context of the Beef O Bradys franchise system. Similarly, terms related to the development process, such as "Development Area," "Development Fee," and "Development Periods," are also clarified.
These definitions are important because they establish a common understanding between Beef O Bradys and the franchisee, reducing potential ambiguities or disputes. By outlining the precise meaning of key terms, the FDD aims to ensure that both parties are aligned on their rights and obligations. For instance, the definition of "Marks" specifies the trademarks and service marks that Beef O Bradys uses and licenses, protecting the brand's identity and preventing unauthorized use.
While the FDD provides these definitions, it is important to note that the document does not explicitly state that the glossary is the definitive source for these terms. The definitions are presented within the context of the FDD and the Franchise Agreement. A prospective franchisee should carefully review these definitions and seek legal counsel to fully understand their implications. It would be prudent to ask Beef O Bradys directly whether these definitions are considered exhaustive and binding in all contexts related to the franchise agreement.
In summary, the glossary in the Beef O Bradys FDD serves as a valuable resource for understanding the terminology used in the franchise agreement. However, franchisees should not assume it is the only source of information and should seek clarification from Beef O Bradys and legal counsel to ensure a comprehensive understanding of their contractual obligations and rights.