Where must the agreement be agreed to and accepted for Cornwell Quality Tools?
Cornwell_Quality_Tools Franchise · 2025 FDDAnswer from 2025 FDD Document
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Amount: [Insert $60,000 or $80,000] Wadsworth, Ohio
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CORNWELL QUALITY TOOLS FRANCHISE DEVELOPER DSA DEALER PURCHASE ORDER, NOTE AND SECURITY AGREEMENT
The undersigned, individually and/or collectively, having a franchised dealership of Cornwell Quality Tools products and (if applicable) the individual owner or owners of such dealership if it is an entity, as active partners in the operation of the business (individually and/or collectively referred to as "Dealer"), hereby orders and agrees to purchase from CORNWELL QUALITY TOOLS COMPANY, an Ohio Corporation ("Cornwell"), the inventory and other property to be delivered to Dealer by Cornwell and described on documentation to be sent to Dealer at the times of shipment (the "Inventory"). This order will become binding and effective when accepted in writing by Cornwell in Ohio.
1. Maintaining Franchise Developer status
- (a) Dealer and Cornwell are parties to a Franchise Developer Franchise Dealer Agreement ("Dealer Agreement"), of the same date as this Purchase Order, Note and Security Agreement ("DSA Note"). The terms of the Dealer Agreement are expressly incorporated into this DSA Note.
- (b) To satisfy this DSA Note other than by the timely completion of all of the payments set forth in paragraph 2(a), the Dealer must meet the requirements set forth below. To the extent the requirements of this paragraph 1 conflict with other provisions of this DSA Note, the requirements of this paragraph shall prevail.
- (c) Dealer must (1) Remain a Cornwell Dealer with average purchases of not less than $7,700 per week for at least 36 months from the date that Dealer first makes sales ("Start Date") or (2) Introduce at least 3 new dealers to Cornwell within 36 months of the Start Date. Dealer must further comply with all of the requirements of this DSA Note and the Dealer Agreement, including but not limited to making the weekly payments towards the principal amount of the Note set forth below.
- (d) So long as Dealer maintains Franchise Developer Dealer status, the payment of the time-price charges equivalent to interest on the principal amount of this DSA Note is waived. Dealer must however make weekly payments as described in Section 2 below towards the principal amount of the DSA Note.
Source: Item 23 — RECEIPT (FDD pages 101–373)
What This Means (2025 FDD)
According to Cornwell Quality Tools' 2025 Franchise Disclosure Document, the Dealer Purchase Order, Note, and Security Agreement becomes binding and effective when accepted in writing by Cornwell in Ohio. This applies to the standard Dealer Purchase Order, Note and Security Agreement, the Franchise Developer DSA Dealer Purchase Order, Note and Security Agreement, and the Special Rep DSA Dealer Purchase Order, Note, and Security Agreement.
This means that while a prospective Cornwell Quality Tools dealer may sign the initial order and agreement documents, the agreement is not finalized until Cornwell Quality Tools formally accepts it in writing at their headquarters in Ohio. This is a standard practice in franchising, ensuring that the franchisor has the final say in approving new franchisees and that the terms are mutually agreed upon.
For a potential Cornwell Quality Tools franchisee, this implies that submitting the initial paperwork does not guarantee approval. The franchisee should confirm the acceptance of their order and agreement in writing from Cornwell Quality Tools to ensure that the franchise agreement is in effect. This also highlights the importance of understanding Ohio law, as that jurisdiction governs the agreement once accepted.