Does this section of the Burros Fries agreement outline any specific obligations for either the franchisor or franchisee?
Burros_Fries Franchise · 2024 FDDAnswer from 2024 FDD Document
All of our obligations under this Agreement shall benefit only the Franchisee, and no other party is entitled to rely on, enforce, benefit from or obtain relief for breach of such obligations, either directly or by subrogation.
B. Web Page
We will provide to Franchisee a Burros & Fries page housed within the corporate website that may include interactive functionality and portals online for additional training, advertising, operational and support materials. Franchisee may customize parts of the web page with our approval however the look of the web page must remain consistent as specified in the Operations Manual. Franchisee agrees and acknowledges that maintenance and any changes, edits or updates to the web page must be performed by us, our affiliates and/or approved vendors. Upon approval of Franchisee's request, which must be submitted in writing, Franchisee is responsible for the cost of such changes. Franchisee may neither establish nor use any Website or perform any type of promotion over the Internet without our prior written approval and if such approval is granted Franchisee must comply with our requirements regarding discussing, advertising or disseminating any information on a Website, regarding the Business as described in Section 6 of this Agreement. We shall own all copyright and other intellectual property rights to the web page, as well as the contents of the corporate website or any other Website upon expiration or termination of this Agreement as described in Section 24.E and this agreement constitutes a "work for hire." In the event that an arbitral panel or a court of competent jurisdiction holds that the customizations or contents are not works for hire, then the Franchisee agrees to assign all copyright and other intellectual property rights to the customizations to us. The term "all copyright and other intellectual property rights" shall include ownership rights in all media, whether now known or hereinafter invented, by all means, methods, and processes, whether now known or hereinafter invented, including interactive rights and rights to derivate works.
C. Site Selection
Franchisee has the responsibility for selecting a site for its Business. If Franchisee is leasing a space for the Business, we must review and approve the lease prior to the lease being signed. If the Franchisee is purchasing property, we must review and approve the lease or purchase contract prior to it being signed. We will review and approve or disapprove the location of the Business and will not
C. Transfer, Sale or Assignment by Franchisor and Franchisor's Right of First Refusal
Franchisee acknowledges that we have an unrestricted right to sell, transfer or assign its rights or obligations under this Agreement to any transferee or legal successor of ours.
V. Ongoing Training and Support.
Franchisee will have access to our personnel for questions, ongoing training and support by phone and e-mail during regular business hours (Pacific Standard Time zone). We will continue to consult with and advise Franchisee; provide a telephone help line, free of charge, to answer any questions from Franchisee or its staff (Section 20.A of this Agreement), provide updates to approved Products and Services in addition to Manual specifications, marketing and operational updates as they become available; review advertising, product, supply, kitchen equipment, vendor and/or supplier approval requests; andadminister the System Advertising Fund.
Franchisee specifically acknowledges that, pursuant to this Agreement, Franchisee will receive valuable specialized training, our Confidential Information and our System.
Franchisee agrees that, except as otherwise approved in writing by us, Franchisee shall not, during the term of this Agreement and for a period of two (2) years from the date of (i) a transfer permitted under this Agreement; (ii) the expiration or termination of this Agreement (regardless of the cause for termination); or (iii) a final order of a duly authorized arbitrator, panel of arbitrators, or a court of competent jurisdiction (after all appeals have been taken) with respect to any of the foregoing or with respect to the enforcement of this Section 19.C, either directly or indirectly for itself, or through, on behalf of, or in conjunction with, any person, persons, or legal entity, own, maintain, operate, engage in, be employed by, or have any interest in any business using any aspect of the System, the overall Burros & Fries business concept, with similar Products and/or Services within a ten (10) mile radius of the Accepted Location designated hereunder, or within a ten (10) mile radius of any other System franchise or company-owned business in existence or planned as of the time of termination or expiration of this Agreement as identified in the Franchise Disclosure Document in effect as of the date of expiration or termination of this Agreement.
13. OBLIGATIONS OF FRANCHISEE RELATING TO INSURANCE
A. Overall Coverage Required
Before Franchisee opens a Burros & Fries Franchised Business, Franchisee must purchase insurance coverage from a responsible carrier with a performance rating of A or higher as rated in the most recent edition of Best Insurance Reports (or comparable criteria as we may specify) and Franchisee must maintain such insurance throughout the duration of the initial term of the Franchise Agreement and any renewal terms. Franchisee shall list us as additional insured on all its insurance policies. Franchisee will procure and maintain general liability insurance with a minimum policy limit of $2,000,000 per occurrence and $4,000,000 aggregate (this policy should include general tort, premises damage, personal advertising injury and product liability insurance which covers Franchisee for damages that result in injury from products Franchisee distributes). Plus, property and casualty insurance with a minimum policy limit of $2,000,000 or an amount specified by the us.
Franchisee must also procure and maintain "All Risks" or "Special Form" insurance (coverage for the full cost of replacement of the premises and all other property); employer liability insurance, automobile liability insurance with coverage of owned and hired vehicles with minimum coverage in amounts not less than $100,000 combined single limit for bodily and property damage (or what is in accordance with Franchisee's state guidelines); business interruption insurance to fully insure loss of earnings for a period of one-hundred and eighty (180) days or longer as may specify; and statutory workers' compensation insurance with limits of greater than $100,000 or the minimum limits required by law.
D. Maintain Confidentiality of Proprietary Information
Neither Franchisee nor any of its Owners if you are an Entity, officers, directors, agents, employees or independent contractors, except as required in the performance of the duties contemplated by this Agreement, may disclose or use at any time, whether during the term of this Agreement or thereafter, any confidential and proprietary information disclosed to or known by Franchisee or any such person as a result of this Agreement. Such information, includes, but shall not be limited to our confidential matters and trade secrets such as our: strategies for site acquisition, build-out, design and décor specifications; distinctive Products, Services, proprietary recipes, sauces and home-made ice cream; specific food preparation techniques, methods, procedures including standards; specifications and purchasing strategies for all products, supplies and kitchen equipment; inventory management systems, vendors and supplier relationships, cost and pricing strategies, retail center setup, merchandising strategies, procedures for cleanliness, safety, sanitation and quality control; software, service methods and techniques, operational procedures, service standards, employee hiring, training and retention programs; men
Source: Item 22 — CONTRACTS (FDD page 53)
What This Means (2024 FDD)
According to the 2024 Burros Fries Franchise Disclosure Document, Item 22 outlines several obligations for both the franchisor and the franchisee. Burros Fries is obligated to provide a Burros & Fries webpage within the corporate website, which may include interactive functionality, training, advertising, and operational support materials. Burros Fries also has an unrestricted right to sell, transfer, or assign its rights or obligations under the agreement to any transferee or legal successor. Additionally, Burros Fries must provide ongoing training and support to the franchisee via phone and email during regular business hours (Pacific Standard Time). This includes consulting with and advising the franchisee, providing a telephone helpline, updating approved products and services, reviewing advertising and supplier requests, and administering the System Advertising Fund.
The franchisee is responsible for selecting a site for the business, and if leasing or purchasing, Burros Fries must review and approve the lease or purchase contract before it is signed. The franchisee is also responsible for the cost of any changes, edits, or updates to their webpage, provided Burros Fries approves the request in writing. The franchisee is prohibited from establishing or using any website or promotion over the internet without prior written approval from Burros Fries and must comply with their requirements regarding online activity. The franchisee is also obligated to maintain confidentiality of proprietary information, and cannot operate a similar business within a 10-mile radius of an existing Burros Fries location for two years after the agreement terminates.
Furthermore, the franchisee must purchase and maintain specific insurance coverage throughout the term of the agreement, including general liability insurance with minimum limits of $2,000,000 per occurrence and $4,000,000 aggregate, as well as property and casualty insurance with a minimum policy limit of $2,000,000 or an amount specified by Burros Fries. Additional insurance requirements include "All Risks" or "Special Form" insurance, employer liability insurance, automobile liability insurance with minimum coverage of $100,000, business interruption insurance for 180 days or longer, and statutory workers' compensation insurance. The franchisee must list Burros Fries as an additional insured on all insurance policies.