Does the Crave Franchise Agreement specify that the non-compete covenants are independent of other provisions?
Crave Franchise · 2025 FDDAnswer from 2025 FDD Document
WHEREAS, Franchisee has acknowledged the importance of restricting the use, access and dissemination of the Confidential Information, and Franchisee therefore has agreed to obtain from Covenantor a written agreement protecting the Confidential Information and further protecting the System against unfair competition; and
WHEREAS, Covenantor acknowledges that the execution of this Confidentiality and Non-Compete Agreement are in partial consideration for, and a condition to the granting of, the rights granted in the Franchise Agreement to Franchisee, and that Franchisor would not have granted these rights without the execution of this Confidentiality and Non-Compete Agreement by Covenantor.
NOW, THEREFORE, in consideration of the mutual covenants and obligations contained herein, the parties agree as follows:
1. Confidentiality Agreement.
- a. Covenantor shall, at all times, maintain the confidentiality of the Confidential Information and shall not at any time disclose or permit the disclosure of the Confidential Information.
- b. Covenantor shall not at any time make copies of any documents or compilations containing some or all of the Confidential Information without Franchisor's express written permission.
- c. Covenantor shall surrender any material containing some or all of the Confidential Information to Franchisor, upon request, or upon termination of the Franchise Agreement.
d. Covenantor shall not at any time, directly or indirectly, do any act or omit to do any act that would or would likely be injurious or prejudicial to the goodwill associated with the System.
2. Covenants Not to Compete.
a. In order to protect the goodwill and unique qualities of the System, and in consideration for the disclosure to Covenantor of the Confidential Information, Covenantor further agrees and covenants that during the term of the Franchise Agreement, Covenantor shall not, for Covenantor or through, on behalf of or in conjunction with any person or entity:
(i) divert, or attempt to divert, any business or customer of any Crave outlet or of other franchisees in the System to any competitor, by direct or indirect inducement or otherwise, or
(ii) participate as an owner, partner, director, officer, employee, consultant or agent or serve in any other capacity in any restaurant or food service business featuring menu items which are the same or substantially similar to those offered in the Crave System.
b. In further consideration for the disclosure to Covenantor of the Confidential Information and to protect the goodwill and unique qualities of the System, Covenantor further agrees and covenants that, upon the termination of the Franchise Agreement and continuing for two (2) years thereafter, Covenantor shall not, for Covenantor or through, on behalf of or in conjunction with any person or entity:
(i) divert, or attempt to divert, any business or customer of any Crave outlet or of other franchisees in the Crave System to any competitor, by direct or indirect inducement or otherwise, or
(ii) participate as an owner, partner, director, officer, employee, or consultant or serve in any other managerial, operational or supervisory capacity in any restaurant or food service business featuring menu items which are the same or substantially similar to those offered in the Crave System within ten (10) miles of the Designated Territory or any Crave outlet location.
c. The parties acknowledge and agree that each of the covenants contained herein are reasonable limitations as to time, geographical area, and scope of activity to be restrained and do not impose a greater restraint than is necessary to protect the goodwill or other business interests of Franchisor.
Source: Item 23 — RECEIPTS (FDD pages 63–253)
What This Means (2025 FDD)
Based on the 2025 Crave Franchise Disclosure Document excerpts, there is no explicit statement declaring the non-compete covenants as independent of other provisions within the Franchise Agreement. However, the document does include a Spouse Confidentiality and Non-Compete Agreement, indicating that a third party (the franchisee's spouse) may be bound by non-compete obligations, suggesting these obligations are seriously considered by Crave.
The agreement outlines specific restrictions on the covenantor (spouse) both during the term of the franchise agreement and for two years after termination. These restrictions include not diverting business from Crave outlets and not participating in any food service business with similar menu items within a 10-mile radius of the designated territory or any Crave outlet location. The agreement also states that the covenantor acknowledges these covenants are reasonable and necessary to protect Crave's goodwill and business interests.
Furthermore, the Indiana addendum to the Crave Franchise Agreement states that any post-term non-compete covenant must not extend beyond the franchisee's exclusive territory, suggesting that non-compete clauses are subject to specific state laws and are considered a significant aspect of the franchise agreement. Prospective franchisees should carefully review the non-compete clauses and seek legal counsel to understand the full scope and implications of these restrictions in their specific state.