Under what circumstances can Cool Binz automatically terminate the franchise agreement with written notice?

B. AUTOMATIC TERMINATION WITH NOTICE.

We have the right to terminate this Agreement, immediately, and without the opportunity to cure, effective upon delivery of written notice to you, or any of the following:

• 1. Your Managing Owner and, if applicable, Designated General Manager, fail to attend or successfully complete the Business Manager and Technical Operations Training within four (4) months of signing this Agreement and/or fulfill all the pretraining requirements, which include the payment of all monies due to us, and the completion of all the required tasks as designated on the COOL BINZ owners' intranet website and in the Operations Manual;
• 1. You fail to commence operation of the COOL BINZ Business within eight (8) months of signing this Agreement and/or two (2) months following your successful completion of the Business Manager and Technical Operations Training, whichever is later;
• 1. You have made or make any material misrepresentation or omission in purchasing the Franchise or operating the COOL BINZ Business;
• 1. You receive from us three (3) or more notices to cure the same or similar defaults or violations of this Agreement, within any two (2)-year period of time, regardless of whether these defaults were cured after notice was sent to you;
• 1. You are or have been convicted by a trial court of, or plead no contest to a felony or any conviction rising to the equivalent of a felony and/or failure to disclose a prior felony conviction or conviction rising to the equivalent of a felony to us;
• 1. You understate your Royalty by three percent (3%) or more, in any reported financial statement, on three (3) or more occasions, during any consecutive two (2) year time frame during the term of this Agreement, regardless of whether or not you subsequently rectify the deficiency;
• 1. You engage in any dishonest or unethical conduct, which may adversely affect the reputation of the COOL BINZ Business, or the general goodwill associated with the Marks;
• 1. You violate any provision regarding confidentiality or non-disclosure contained in Sections 6 and 13 of this Agreement;
• 1. You cease to continuously and actively operate the Business for five (5) consecutive days, unless caused by an act of God, or other circumstance beyond your control, as determined by us; or the business telephone is disconnected at any time and no new number is immediately reinstalled or reconnected; or your conduct is otherwise determined by us to constitute an abandonment of the Business;

You fail to acquire or continuously maintain the required minimum levels of insurance, fail to have us, BELFOR USA Group Inc. and/or BELFOR Franchise Group, LLC named as an additional insured, or fail to provide a current certificate of insurance to us as required in Section 7.C of this Agreement.

However, we will not exercise our right to terminate this Agreement if upon receipt of notice from us, you immediately cease operating the COOL BINZ Business and obtain such insurance within ten (10) days after written notice is delivered to you prior to resuming operation;

You fail to attend a COOL BINZ Convention without prior written permission;

Your Managing Owner or, if applicable, your Designated General Manager, fail to attend, or send a representative in their place, to a minimum of one (1) training course or regional meeting each calendar year, provided that at least one (1) of the above named events have been offered during that time period;

Any other franchise agreement or other agreement you or your owner(s) or affiliates have with us, or any franchise agreement you or your owner(s) or affiliates have with any of our affiliates, is terminated for any reason;

You commit three (3) or more defaults of this Agreement, of any type, in any 12 month period;

If you or your principals materially breach any other agreement with us or any of our affiliates, or threaten any material breach of any such agreement, or any lease for the Office Site, and fail to cure such breach within any permitted period for cure;

If you or your principals materially violate any provision hereof pertaining to Marks or Confidential Information or misuse the Marks or Confidential Information;

If you violate any safety or sanitation law, ordinance or regulation or operate the COOL BINZ Business in a manner that presents a health or safety hazard to customers, or the general public;

If you violate the in-term restrictive covenant contained in Section 6;

If a levy of writ of attachment or execution or any other lien is placed against you or any of your principals or any of their assets which is not released or bonded against within 30 days;

Source: Item 23 — RECEIPTS (FDD pages 63–238)