What specific covenants, if violated, can lead to the termination of a Deka Lash franchise?
Deka_Lash Franchise · 2024 FDDAnswer from 2024 FDD Document
written notice to Developer, upon the occurrence of any of the following events:
- a) Cease to Actively Engage. If Developer ceases to actively engage in development activities in the Development Area or otherwise abandons its development business for three (3) consecutive months, or any shorter period that indicates an intent by Developer to discontinue development of the Franchised Businesses within the Development Area;
- b) Insolvency. If Developer becomes insolvent, meaning unable to pay bills in the ordinary course of business as they become due;
- c) Failure to Meet Development Schedule. If Developer fails to meet its development obligations under the Development Schedule for any Development Period, and fails to cure such default within 30 days of receiving notice thereof; and
- d) Termination of Associated Franchise Agreement(s). If any Franchise Agreement that is entered into in order to fulfill Developer's development obligations under this Agreement is terminated or subject to termination by Franchisor, pursuant to the terms of that Franchise Agreement.
Upon termination of this Agreement, Franchisor may establish or license others to establish Deka Lash units and operations within the previously reserved Development Area without limitation or restriction. In addition, Developer's right to open and operate any of the remaining Franchises that have not yet opened for business in the Development Area is revoked and terminated. This means that Developer will have no further right to construct, equip, own, open or operate additional Deka Lash units which are not, at the time of termination or expiration, the subject of a then-existing Franchise Agreement between Franchisor and Developer which is in full force and effect.
7. RESERVATION OF RIGHTS
Except as provided in Section 1 of this Agreement, the parties agree and acknowledge that the rights granted in this Agreement are non-exclusive and that we and our affiliates reserve all other rights not expressly granted to you herein.
8. SALE OR ASSIGNMENT
Your rights under this Agreement are personal and you may not sell, transfer, or assign any right granted herein, including but not limited to a transfer, sale, or assignment of any shares, stock, membership, or other ownership interest in this Agreement. Notwithstanding, if you are an individual, you may assign your rights under this Agreement to a corporation or limited liability company that is wholly owned by you according to the same terms and conditions as provided in your initial Franchise Agreement.
Source: Item 23 — RECEIPT (FDD pages 63–234)
What This Means (2024 FDD)
According to the 2024 Deka Lash Franchise Disclosure Document, there are several specific actions that can lead to the termination of a Development Agreement. If a developer fails to meet the development obligations outlined in the Development Schedule for any Development Period and does not correct this failure within 30 days of receiving notice, Deka Lash has grounds for termination. Additionally, if any individual Franchise Agreement associated with fulfilling the developer's obligations is terminated or subject to termination by Deka Lash, this can also result in the termination of the Development Agreement.
Upon termination of the Development Agreement, Deka Lash has the right to establish or license others to establish Deka Lash units within the previously reserved Development Area without any restrictions. The developer's right to open and operate any remaining franchises that have not yet opened for business in the Development Area is also revoked. This means the developer loses the right to construct, equip, own, open, or operate additional Deka Lash units that are not already subject to an existing Franchise Agreement in full force and effect at the time of termination.
Furthermore, any material violation or breach of any Franchise Agreement or the Development Agreement itself is considered a material violation of both agreements. In such cases, the non-breaching party is entitled to enforce penalties or terminate either the Development Agreement or the relevant Franchise Agreement(s), as provided in those agreements. Deka Lash also has the right to terminate the Development Agreement and all rights granted to the developer without providing an opportunity to cure the default if the developer ceases to actively engage in development activities in the Development Area for three consecutive months, or any shorter period indicating an intent to discontinue development, or if the developer becomes insolvent, meaning unable to pay bills in the ordinary course of business as they become due.