What rights, obligations, and responsibilities are terminated when the Franchise Agreement for a Circle K franchise is terminated?
Circle_K Franchise · 2025 FDDAnswer from 2025 FDD Document
| THIS TERMINATION AND RELEASE AGREEMENT ("Agreement") is made and entered into by and between TMC Franchise Corporation ("Franchisor"), and ("Franchisee"). All capitalized terms not defined in this Agreement have the respective meanings set forth in the Franchise Agreement (as defined below). This Agreement is effective on the date Franchisor signs below (the "Effective Date"). |
|---|
| RECITALS |
| A. |
| Franchisor and Franchisee entered into a Franchise Agreement dated |
| (including all exhibits, attachments, |
| and amendments thereto, the |
| "Franchise Agreement"), whereby |
| Franchisee was granted the right to operate a Circle K store (the "Store") at (the |
| "Authorized Location"). |
| B-C. |
| [INSERT OTHER BACKGROUND INFORMATION.] |
| D. |
| Franchisor and Franchisee have agreed to terminate the Franchise Agreement and all rights, |
| obligations and responsibilities thereunder, subject to the terms and conditions of this Agreement. |
| AGREEMENTS |
| In consideration of the promises expressed herein and for other good and valuable consideration, |
| the sufficiency of which is hereby acknowledged, the parties agree as follows: |
| 1. |
| Termination of Franchise Agreement. |
| As of (the "Termination |
| Date"), the Franchise Agreement is deemed terminated and of no further force |
| and effect. |
| As of the |
| Termination Date, Franchisee has no further rights under or through the Franchise Agreement; provided, |
| however, Franchisee acknowledges and agrees that it will comply with the post-termination obligations set |
| forth in Section 3 below and as more fully stated in the Franchise Agreement. |
| 2. |
| Termination of Other Agreements. Franchisor and Franchisee acknowledge and agree that |
| any and all other agreements that Franchisee may have with Franchisor or its affiliates relating to the |
| operation of the Store (including, specifically, the Software Use Agreement between Franchisor and |
| Franchisee) (collectively, the "Other Agreements") are deemed terminated as of the Termination Date and |
| of no further force and effect. Notwithstanding the foregoing, Franchisee acknowledges that it must comply |
| with any and all obligations in the Other |
| Agreements which, by their nature, survive termination or |
| expiration of the Other Agreements. To the extent that any Other Agreements require the consent of a third |
| party prior to termination, Franchisor will obtain such consent and the third party's consent will be deemed |
| to be granted as of the Termination Date, regardless of when the consent is actually provided. |
Source: Item 23 — RECEIPTS (FDD pages 100–359)
What This Means (2025 FDD)
According to the 2025 Circle K Franchise Disclosure Document, a Termination and Release Agreement outlines the rights, obligations, and responsibilities that are terminated when a Franchise Agreement ends. Upon the termination date, the Franchise Agreement is considered terminated and of no further force and effect, meaning the franchisee no longer possesses any rights under the Franchise Agreement. However, the franchisee must still comply with post-termination obligations. Any other agreements between the franchisee and Circle K or its affiliates related to the store's operation, including the Software Use Agreement, are also terminated, although obligations that naturally survive termination must still be met.
Specifically, after the termination date, the franchisee must immediately cease all use of Circle K trademarks and the Circle K business system. The franchisee is obligated to return the Circle K Operating Manual, any other manuals, advertising materials, and any proprietary information provided by Circle K. The franchisee must also stop using and return the software as defined in the Electronic Point of Sale and Software Agreement and comply with any post-term obligations outlined in that agreement. Furthermore, the franchisee must not represent themselves as a current or former Circle K franchisee and must adhere to all post-term obligations as detailed in Section 14.7 of the Franchise Agreement.
In addition, the franchisee agrees to release Circle K from all claims, debts, liabilities, demands, obligations, costs, expenses, actions, and causes of action related to the Franchise Agreement, other agreements, the authorized location, or the relationship between Circle K and the franchisee. This release covers both known and unknown claims through the effective date, including alleged violations of deceptive trade practices, franchise laws, or any other laws or regulations. This comprehensive release ensures that neither party can pursue further legal action against the other regarding the terminated franchise relationship, providing a clean break and finality to the separation.