Does the City Publications Franchise Disclosure Document contain all the provisions related to renewal, termination, transfer, and dispute resolution?
City_Publications Franchise · 2025 FDDAnswer from 2025 FDD Document
[Item 17: RENEWAL, TERMINATION, TRANSFER AND DISPUTE RESOLUTION]
ITEM 17. RENEWAL, TERMINATION, TRANSFER AND DISPUTE RESOLUTION
This table lists certain important provisions of the franchise and related agreements. You should read these provisions in the agreements attached to this Disclosure Document.
THE FRANCHISE RELATIONSHIP
| Provision | Section In franchise or other agreement | Summary | |
|---|---|---|---|
| unfinished orders, and comply with the covenants not to compete and any other surviving provision. | |||
| j. | Assignment of contract by us | Section 20.A | There are no restrictions on our right to assign except that the assignee must be financially responsible and economically capable of performing the obligations contained in the Franchise Agreement. |
| k. | "Transfer" by you-definition | Section 20.B | Includes transfer of Franchise Agreement, ownership of franchisee entity or sale of assets. |
| l. | Our approval of transfer by you | Section 20.B | No transfer without our prior written consent. |
| m. | Conditions for our approval of transfer | Sections 20.B.1-20.B.11 | All obligations owed to us must be paid; execution of a general release by you and the transferee; the transferee must meet our qualifications; sign the current Franchise Agreement; provide us with all contracts and agreements relating to the transfer; pay a transfer fee of $25,000; transferee must obtain all required consents and approvals; transferee must satisfactorily complete the training program; and you and your owners execute a new non-competition agreement. In addition, the buyer must agree to devote full time efforts to the business of at least 40 hours per week and have no other business activities |
| n. | Our right of first refusal to acquire your franchised business | Section 21 | We can match any offer for the Franchised Business. |
| o. | Our option to purchase your franchised business | Section 19.C | We are not obligated to do so, but, if the franchise is terminated or expires, we may purchase the assets of the Franchised Business containing the Marks, at the lesser of cost or fair market value, without accounting for goodwill. |
| p. | Your death or disability | Section 20.F | Your heirs, beneficiaries, devisees or legal representative can apply to us to continue operation of the Franchised Business, or sell or otherwise transfer your interest in the Franchised Business to a suitable third party |
| Provision | Section In franchise or other agreement | Summary | |
| ---- | ------------------------------------------------------------------------------------------------ | -------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ |
| within | |||
| 6 | |||
| months | |||
| of | |||
| death | |||
| or | |||
| incapacity. If | |||
| they | |||
| fail | |||
| to | |||
| do | |||
| so | |||
| within | |||
| 6 | |||
| months, | |||
| the | |||
| Franchise | |||
| Agreement | |||
| will | |||
| terminate | |||
| and | |||
| we | |||
| will | |||
| have | |||
| the | |||
| option | |||
| to | |||
| buy | |||
| assets. | |||
| q. | Non-competition covenants during the term of the franchise | Section 17.A | You covenant that, except as otherwise approved in writing by us, neither you nor any partner(s), officer(s), director(s), member(s), executives, professional staff or sales staff or their spouses shall, 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: own an interest in, manage, operate, be employed, in a sales or management capacity, by, or act as a consultant to any Competitive Business anywhere; initiate any action to hire or attempt to hire for any other employer any person who is employed by us or employed by any other franchisee of the CITY PUBLICATIONS System, or induce any such person to leave his employment with us or any other franchisee in order to work for any other employer, whether or not the person's employment with the business is pursuant to a written agreement or is at will; or divert business from your customers or the customers of any CITY PUBLICATIONS Business to a Competitive Business. |
| r. | Non-competition covenants after the franchise is terminated or expires | Section 17.A | You covenant that, except as otherwise approved in writing by us, neither you nor any partner(s), officer(s), director(s), member(s), executives, professional staff or sales staff or their spouses shall, for a period of 2 years after the expiration or termination of the Franchise 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: own an interest in, manage, operate, be employed, in a sales or management capacity, by, or act as a consultant to any Competitive Business anywhere within the Exclusive Territory |
Provision Section In franchise or other agreement Summary granted to you or within a 25-mile radius of any other CITY PUBLICATIONS Business; initiate any action to hire or attempt to hire for any other employer any person who is employed us or employed any other of the CITY PUBLICATIONS System, or induce any such person to leave his employment with us or any other in order to work for any other employer, whether or not the person's employment with the business is pursuant to a written agreement or is at will; or solicit business from customers of your former business or other or franchisor-owned CITY PUBLICATIONS Business. s. Modification of the agreement Section 23.F The Franchise Agreement can be modified only by written agreement between you and us. The Manual is subject to change but will not materially alter your fundamental rights. t. Integration/merger clause Section 23.F Only the terms of the Franchise Agreement are binding (subject to state law). Any promises outside the disclosure document and franchise agreement may not be enforceable. Nothing in the Franchise Agreement shall serve to disclaim any representations made in this Disclosure Document. u. Dispute resolution by arbitration or mediation Section 24.G Except for certain claims, all disputes are to be settled by mediation and arbitration. v. Choice of forum Section 24.B Except where state law prohibits, all arbitrations are to be held in Cobb County, Georgia. Claims involving the Marks or Confidential Information must be litigated in Cobb County, Georgia (subject to applicable state law. w. Choice of law Section 24.A Subject to state laws set out in Exhibit H to this Franchise Disclosure Document, Georgia law governs, except that disputes regarding the Marks will be governed by the United States Trademark Act of 1946 (Lanham Act, 15 U.S.C. Sec. 1051 et seq.). Subject to applicable state law.
Source: Item 17 — RENEWAL, TERMINATION, TRANSFER AND DISPUTE RESOLUTION (FDD pages 26–31)
What This Means (2025 FDD)
According to City Publications' 2025 Franchise Disclosure Document, Item 17 provides a summary of important provisions related to renewal, termination, transfer, and dispute resolution. This section highlights key aspects of the franchise agreement and related agreements, advising prospective franchisees to carefully review the full agreements attached to the disclosure document.
The FDD outlines specific conditions for the transfer of a City Publications franchise. For instance, City Publications' approval is required for any transfer, and the franchisee must meet several conditions. These conditions include paying all outstanding obligations, securing a general release, ensuring the transferee meets City Publications' qualifications, and having the transferee sign the current franchise agreement. Additionally, the transferee must provide all contracts related to the transfer, pay a $25,000 transfer fee, complete the training program satisfactorily, and adhere to a new non-competition agreement. The buyer must also commit to working at least 40 hours per week on the business and have no other business activities.
The document also addresses non-competition covenants both during and after the franchise term. During the franchise term, franchisees are prohibited from engaging in any competitive business activities unless approved in writing by City Publications. After the franchise is terminated or expires, this non-competition covenant extends for two years, restricting involvement in any competitive business within the exclusive territory.
In terms of dispute resolution, the City Publications FDD states that, except for certain claims, all disputes are to be settled through mediation and arbitration. Unless prohibited by state law, arbitrations will be held in Cobb County, Georgia. Claims involving trademarks or confidential information must be litigated in Cobb County, Georgia, subject to applicable state law. Georgia law governs the franchise agreement, except for disputes regarding trademarks, which are governed by the United States Trademark Act of 1946.