Does Exhibit B-3 discuss the acquisition of Floors To Go franchises by other businesses?
Floors_To_Go Franchise · 2025 FDDAnswer from 2025 FDD Document
Exhibit B-3
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- to be acquired (whether through acquisition of assets, ownership interests or otherwise, regardless of the form of transaction) by a business providing products and services similar to those provided at FTG Showrooms, or by another business; and
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- to engage in any other activities we and/or our affiliates desire within or outside of Your Territory that are not specifically prohibited under this Agreement.
Floors To Go, LLC will not operate, or grant others the right to operate, a business substantially identical to yours within Your Territory under any other trade name. Otherwise, we are not required to pay you if we exercise any of the rights specified above inside Your Territory.
- Section 7.11 of the Agreement shall be deleted in its entirety and shall have no force or effect, and the following shall be substituted in lieu thereof:
You agree to indemnify and hold us harmless from and against, and reimburse us for any and all claims, demands, losses, damages, judgments, orders, decrees, actions, lawsuits, proceedings, costs, liabilities, and expenses (including, but not limited to, reasonable attorneys' fees and costs of suit) of whatever kind or character (collectively "Claims"), on account of any actual or alleged loss, injury, or damage to any person, firm, or corporation, or to any property, arising out of or in connection with the membership, your Showroom, any and all claims of your Showroom customers, or the exercise or purported exercise by you of your rights hereunder, except the foregoing does not apply to: (i) Claims caused by our negligence; or (ii) the negligence of our employees, agents, or independent contractors; (iii) any Claims for which we have indemnified you pursuant to Section 4; or (iv) claims arising out of your proper reliance on or use of procedures or materials provided by us. This indemnification shall survive the termination of this Agreement.
- The last sentence of Section 11.1(b) of the Agreement shall be deleted in its entirety and shall have no force or effect, and the following shall be substituted in lieu thereof:
Source: Item 23 — RECEIPTS (FDD pages 47–204)
What This Means (2025 FDD)
According to the 2025 Floors To Go Franchise Disclosure Document, Exhibit B-3 addresses the acquisition of Floors To Go franchises. Specifically, it states that Floors To Go has the right for the franchise to be acquired by a business providing similar products and services or by another business, regardless of the form of transaction. This means that a Floors To Go franchise could be bought out by a competitor or another type of company.
This clause gives Floors To Go considerable flexibility in the future. Floors To Go is not obligated to compensate the franchisee if they exercise any of these rights within the franchisee's territory, except that Floors To Go will not operate or grant others the right to operate a business substantially identical to the franchisee's within their territory under any other trade name.
This section also includes an indemnification clause where the franchisee agrees to indemnify and hold Floors To Go harmless from any claims, losses, or expenses arising from the franchise, the showroom, customer claims, or the franchisee's exercise of their rights. However, this indemnification does not apply to claims caused by Floors To Go's negligence or reliance on procedures or materials provided by Floors To Go. This indemnification survives the termination of the agreement.