What is the definition of 'Post-Term Restricted Period' for Best In Class Education Center franchisees?
Best_In_Class_Education_Center Franchise · 2025 FDDAnswer from 2025 FDD Document
tual Property and Confidential Information immediately upon the expiration, termination or Transfer of this Agreement (any Owner who ceases to be an Owner before the expiration, termination or Transfer of this Agreement must stop using the Intellectual Property and Confidential Information immediately at the time he or she ceases to be an Owner).
- 15.3. Unfair Competition. You and the Owners may not engage in any Prohibited Activities during the Term or Post-Term Restricted Period. Notwithstanding the foregoing, you and the Owners may have an interest in a Competing Business during the Post-Term Restricted Period as long as the Competing Business is not located (and does not operate) within the Restricted Territory. If you or an Owner engage in a Prohibited Activity during the Post-Term Restricted Period (other than having an interest in a Competing Business permitted by this Section), then the Post-Term Restricted Period applicable to you or the non-compliant Owner, as applicable, shall be extended by the period of time during which you or the non-compliant Owner, as applicable, engaged in the Prohibited Activity. For purposes of clarity, you and the Owners remain bound by any non-competition covenants in other Definitive Agreements that remain in effect for a period of time that extends beyond the expiration of the Post-Term Restricted Period under this Agreement, and the expiration of the Post-Term Restricted Period under this Agreement does not in any way diminish your or the Owners' obligation to comply with such covenants.
- 15.4. Family Members. Because (a) an Owner could circumvent the intent of §15 by disclosing Confidential Information to an immediate family member (i.e., spouse, parent, sibling, child or grandchild) and (b) it would be difficult for us to prove whether the Owner disclosed Confidential Information to the family member, each Owner agrees that he or she will be presumed to have violated the terms of §15 if any member of his or her immediate family engages in any Prohibited Activity during the Term or Post-Term Restricted Period or uses or discloses Confidential Information. However, the Owner may rebut this presumption with evidence conclusively showing he or she did not disclose Confidential Information to the family member.
- 15.5. Employees. All employees, officers, directors, independent contractors and other Persons associated with you or your Center must sign and send us a Confidentiality Agreement before accessing our Confidential Information. You must: (a) use best efforts to ensure these individuals comply with the Confidentiality Agreements; (b) immediately notify us of any breach that comes to your attention; and (c) reimburse all expenses we incur to enforce a Confidentiality Agreement, including attorneys' fees and court costs.
- **15.6.
Source: Item 23 — RECEIPT (FDD pages 47–204)
What This Means (2025 FDD)
Based on the 2025 Franchise Disclosure Document, the 'Post-Term Restricted Period' for Best In Class Education Center franchisees involves restrictions on activities after the franchise agreement ends. Specifically, franchisees and owners are prohibited from engaging in 'Prohibited Activities' during this period. However, they may have an interest in a 'Competing Business' as long as it is not located or operated within the 'Restricted Territory'.
If a franchisee or owner engages in a prohibited activity during the post-term restricted period (excluding the permitted interest in a competing business outside the restricted territory), the restricted period is extended by the duration of the prohibited activity. It is important to note that any non-competition covenants in other agreements that extend beyond the post-term restricted period remain in effect, and the expiration of the post-term restricted period does not diminish the obligation to comply with those covenants.
For Best In Class Education Center, 'Prohibited Activities' include owning or operating a competing business (with a minor exception for owning less than 5% of a publicly-traded company), disparaging the franchisor or other franchisees, diverting business, or inducing someone to transfer their business from a Best In Class Education Center to a competitor. The 'Restricted Territory' is defined as the area within a 25-mile radius of the franchisee's center, any satellite office, and any other center or satellite office operating or under construction when the post-term restriction begins. This definition may be modified by a court of competent jurisdiction if deemed too broad to be enforceable, potentially removing the reference to other centers or satellite offices.