Can an Epcon Communities franchisee terminate the Sublicense Agreement?
Epcon_Communities Franchise · 2025 FDDAnswer from 2025 FDD Document
| Provision | Section of Sublicense Agree ment | Summary |
|---|---|---|
| i. Franchisee’s obligations on termination/non-renewal | Section 5 | Cease use and, if applicable, return to us, the Marks, Epcon Communities Works, Development System or systems or parts of the Development System; cancel recording of Sublicense Agreement in all governmental records. |
| j. Assignment of contract by | Not Applicable | No restrictions on our right to assign as long as our |
| franchisor | obligations are assumed upon assignment. | |
| k. “Transfer” by franchisee -- | Section 1 | Transfer includes any transfer of the rights granted under |
| defined | the Sublicense Agreement. | |
| l. Franchisor approval of a | Not applicable | Not Applicable. |
| transfer by franchisee | ||
| m. Conditions for franchisor’s | Section 1 | Not Applicable. |
| approval of a transfer | ||
| n. Franchisor’s right of first | Not Applicable | Not Applicable. |
| refusal to acquire | ||
| franchisee’s business | ||
| o. Franchisor’s option to | Not Applicable | Not Applicable. |
| purchase franchisee’s | ||
| business | ||
| p. Death or disability of | Not Applicable | Not Applicable. |
| franchisee | ||
| q. Non-competition covenants | Not Applicable | Non-competition covenants in Section 10.6 of the |
| during the term of the | Franchise Agreement apply during the term of the | |
| franchise | Sublicense Agreement. | |
| r. Non-competition covenants | Not Applicable | Non-competition covenants in Section 13.7 of the |
| after the franchise is | Franchise Agreement apply during the term of the | |
| terminated or expires | Sublicense Agreement. | |
| s. Modification of the | Section 10.E | No modifications unless they are in writing and signed by |
| Agreement | both parties. | |
| t. Integration/merger clause | Section 10.E | Subject to applicable state law only the terms of the Sublicense Agreement and other related written agreements are binding. Any representations or promises outside of the disclosure document and Sublicense Agreement may not be enforceable. However, nothing in any agreement is intended to disclaim the express representations made in the Franchise Disclosure Document, its exhibits and amendments. |
| u. Dispute resolution by | Not Applicable | Not Applicable. |
| arbitration or mediation | ||
| v. Choice of forum | Section 10.G | Subject to applicable state law, litigation must be filed in Federal District Court for the Southern District of Ohio in Columbus, Ohio or in Common Pleas Court of Franklin County, Ohio. |
| w. Choice of law | Section 10.G | Subject to applicable state law, Ohio law applies. |
Source: Item 17 — RENEWAL, TERMINATION, TRANSFER AND DISPUTE RESOLUTION THE FRANCHISE RELATIONSHIP (FDD pages 55–69)
What This Means (2025 FDD)
According to Epcon Communities' 2025 Franchise Disclosure Document, the table in Item 17 outlines provisions related to the termination of various agreements, but it does not specify whether a franchisee can terminate the Sublicense Agreement. The table regarding the Sublicense Agreement includes a section on the franchisee’s obligations upon termination, indicating what steps the franchisee must take if the agreement ends. However, there is no explicit mention of the franchisee's ability to terminate the Sublicense Agreement.
Similarly, the table that summarizes the Non-Disclosure and On-Line Information Access Agreement specifies the franchisor's rights to terminate the agreement with or without cause, but it does not address the franchisee's ability to terminate this agreement. The Market Hold Agreement table also lacks information on the franchisee's termination rights.
Therefore, a prospective Epcon Communities franchisee should seek clarification from the franchisor regarding the conditions under which they can terminate the Sublicense Agreement. Understanding the termination rights and obligations is crucial for making an informed investment decision.