Does the City Publications franchise agreement allow for any exceptions to the post-termination restrictions, and if so, how are they determined?
City_Publications Franchise · 2025 FDDAnswer from 2025 FDD Document
Franchisee covenants that, except as otherwise approved in writing by Franchisor, neither Franchisee nor any partner(s), officer(s), director(s), member(s), executives, or professional staff or sales staff or their spouses of any of the foregoing shall for a period of two (2) years after the expiration or termination of this Agreement regardless of the cause, either directly or indirectly, for itself or through, on behalf of or in conjunction with, any person, persons, partnership, corporation, limited liability company or other entity:
Source: Item 23 — RECEIPT (FDD pages 39–129)
What This Means (2025 FDD)
According to the 2025 City Publications Franchise Disclosure Document, the franchise agreement does allow for exceptions to the post-termination restrictions. Specifically, the agreement states that the restrictions apply "except as otherwise approved in writing by Franchisor". This means that City Publications, at its discretion, can provide written approval to waive certain post-termination restrictions for a franchisee.
This provision offers some flexibility, but it's entirely dependent on City Publications's willingness to grant an exception. A franchisee seeking to engage in activities that would otherwise be prohibited by the post-termination covenants would need to obtain explicit written consent from City Publications. Without this written approval, the franchisee remains bound by the restrictions outlined in the franchise agreement.
It is important to note that the FDD also includes addenda for specific states like California, Maryland, and Washington, which may have their own regulations regarding non-compete clauses and franchise agreements. For example, the California addendum notes that the covenant not to compete, which extends beyond the termination of the agreement, may not be enforceable under California law. Prospective franchisees should carefully review any state-specific addenda and consult with legal counsel to understand how local laws may impact the enforceability of these restrictions and the franchisor's ability to grant exceptions.