Under what conditions can the Circle K agreement be terminated early?
Circle_K Franchise · 2025 FDDAnswer from 2025 FDD Document
spections of the Premises by Seller, and their respective representatives that are required under the Motor Fuel Agreement.
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- ATTORNEY'S FEES. To the fullest extent permitted by law, the prevailing party shall be entitled to all attorneys' fees, costs of suit and reasonable expenses incurred in order to secure, defend or protect the rights inuring to the prevailing party under this Agreement, or to enforce the terms thereof, in addition to any other relief to which the prevailing party may be entitled.
6. TERM; TERMINATION.
- (a) The term of this Agreement ("Term") shall be effective commencing on the Effective Date (as defined on the signature page hereto) and shall remain in effect for the same term (including any extensions or renewals thereof) as the CIRCLE K® Motor Fuel Agreement between Seller and Purchaser entered into concurrently herewith (the "Motor Fuel Agreement"), unless earlier terminated in accordance with the terms of this Agreement.
- (b) Upon the occurrence of an Acceleration Event, Seller shall have the right to terminate this Agreement in its entirety, as further set forth in paragraph 2(d) above. Notwithstanding the termination of this Agreement, Purchaser shall continue to be liable for all amounts owing to Seller under this Agreement, including but not limited to the Total Unforgiven Repayment, as further set forth in paragraph 2 above.
7. CONFIDENTIALITY AGREEMENT.
(a) Purchaser acknowledges and understands that the contents of this Agreement are confidential ("Confidential Information") and that Seller desires that the confidentiality of said contents be maintained. Except where otherwise required by law, Purchaser shall: (i) treat and maintain the Confidential Information as confidential; (ii) restrict disclosure of Confidential Information only to Purchaser and those officers, directors, employees, accountants, or attorneys of Purchaser who require disclosure to advise Purchaser with respect to the Confidential Information or prepare or maintain Purchaser's financial records and are directly connected with providing such advice or preparing or maintaining Purchaser's financial records;
Source: Item 23 — RECEIPTS (FDD pages 100–359)
What This Means (2025 FDD)
According to Circle K's 2025 Franchise Disclosure Document, the CIRCLE K® Branding Agreement can be terminated early under certain conditions. The agreement's term is linked to the Circle K Motor Fuel Agreement, sharing the same term, including extensions or renewals, unless terminated earlier according to the agreement's terms.
Upon an Acceleration Event, Circle K's seller has the right to terminate the agreement. However, even with termination, the purchaser remains liable for all outstanding amounts, including the Total Unforgiven Repayment.
Additionally, if the agreement is terminated early, the licensee may have to pay liquidated damages to TMC. These damages are calculated based on the average monthly Licensing Fee payments over the 12 months preceding termination (if the licensee was in good standing) or a shorter period if the termination occurs within the first 12 months. This average is then multiplied by the lesser of 48 or the remaining number of months under the agreement's term. If Circle K-branded motor fuel was never offered, the liquidated damages will be based on an average monthly payment figure of $500. However, these liquidated damages do not affect any other rights and remedies TMC may have under the agreement or applicable law.