What is the effect of the Floyds 99 Franchise Agreement on the Tenant's lease obligations?
Floyds_99 Franchise · 2025 FDDAnswer from 2025 FDD Document
Landlord hereby consents to the terms and provisions of this Agreement, and to the conditional assignment of the Lease to Assignee.
Landlord agrees that after the Effective Date, Assignee may (i) enter into a sublease with any FLOYD'S 99 franchisee without Landlord's further consent, or (ii) further assign the Lease to a person, firm or corporation who shall agree to assume the tenant's obligations under the Lease and who is reasonably acceptable to Landlord.
Landlord further agrees that upon the occurrence of any such assignment, Assignee shall have no further liability or obligation under the Lease as Assignee, tenant or otherwise, and that concurrent with such assignment, Landlord will enter into a replacement Conditional Assignment of Lease Agreement by and between Assignee and the new tenant.
Assignor agrees to indemnify and hold harmless Assignee from any loss, liability, cost or expense incurred or suffered by Assignee under this Agreement.
Assignor and Landlord agree not to allow any surrender, amendment, modification or termination or other assignment of the Lease without the prior written consent of Assignee.
Throughout the term of the Lease, Assignor agrees that it shall elect and exercise all options to extend the term of or renew the Lease not less than 30 days prior to the last day said option must be exercised, unless Assignee otherwise agrees in writing.
Assignor hereby grants to Assignee a power of attorney to exercise an extension or renewal option for the Lease in the name, place and stead of Assignor and Landlord agrees to accept Assignee's exercise of such option.
The foregoing power of attorney is irrevocable and coupled with an interest.
Assignee shall have the right to assign any of its rights, duties or obligations under this Agreement to an affiliate or designee of Assignee.
Tenant shall have fifteen (15) days from the termination or expiration of the Lease to remove Tenant's property and trade dress from
the Premises. Landlord further agrees that, upon the earlier of the expiration or termination of the Franchise Agreement or the Lease or upon any Default under the Lease or any default under the Franchise Agreement, Franchisor will have the right, but not the obligation, at Franchisor's sole cost, to enter upon the Premises and to remove any or all furniture, fixtures, equipment and all trade names, trade dress and other trade indicia associated with Franchisor, including, without limitation, Tenant's property, external and internal signage and all trade dress and design characteristics identifying the Premises as a FLOYD'S 99 franchise. Franchisor agrees to promptly repair any damage to the Premises caused by such removal or modifications. Franchisor will have fifteen (15) days from the later of (1) receipt of such notice of expiration or termination to remove such items, and (2) Franchisor's discovery that Tenant has failed to remove such items.
Franchisor's prior written consent, which will not be unreasonably withheld, must be obtained by Landlord and Tenant to cancel, terminate (including Tenant's voluntary surrender), modify or amend the Lease including, without limitation, Franchisor's rights under this Addendum. Any attempted cancellation, termination, modification, acceptance of surrender or amendment without Franchisor's consent shall be null and void and have no effect as to Franchisor's interest thereunder.
Landlord acknowledges that Tenant is not an agent or employee of Franchisor and Tenant has no authority or power to act for, or to create any liability on behalf of, or to in any way bind Franchisor or any affiliate of Franchisor, and that Landlord has entered into this Addendum with the full understanding that it creates no duties, obligations or liabilities of or against Franchisor or any Franchisor Party.
The benefits of this Addendum inure to Franchisor and to its successor and assigns.
Tenant shall agree to attorn to any assignee of Landlord provided such assignee will agree not to disturb Tenant's possession of the Premises. So long as the Lease term continues and Tenant is not in default beyond applicable notice and cure periods, Tenant's use, possession and enjoyment of the Premises will not be interfered with by any lender of Landlord or any other person.
Conditional Assignment. Additionally, the Franchise Agreement requires that the Lease contain certain
provisions which, to the extent not incorporated into the Lease, are set forth herein.
Tenant shall have the right to assign this Lease or sublet the Premises, without charge and without Landlord's consent being required: (i) to Franchisor, its parents, subsidiaries or affiliates, (ii) to duly authorized franchisees of Franchisor, (iii) in connection with a merger, acquisition, reorganization or consolidation, or (iv) in connection with the sale of Tenant's corporate stock or assets. In the event of such an assignment, Tenant shall automatically be released from all obligations under this Lease. Landlord understands and agrees that, in connection with Tenant's assignment or subletting of the Lease to a duly authorized franchisee of Franchisor, Franchisor shall be permitted to charge "additional rent" or "percentage rent" or other charges to its franchisee as part of its regular plan of franchising, and Landlord shall not be entitled to any consideration or additional rent as a result of any fees paid to Franchisor by franchisee pursuant to the Lease or otherwise.
Prior to the enforcement of any remedies under the Lease, Landlord agrees to provide Franchisor with written notice of Tenant's default under the Lease. Franchisor shall have ten (10) days after such notice to cure monetary defaults and thirty (30) days after such notice to cure non-monetary defaults. Notice to Franchisor shall be addressed as follows:
Floyd's 99 Franchising, LLC Attn: Leasing/Real Estate 7900 E. Berry Place Greenwood Village, CO 80111
Franchisor shall have the right, but not the obligation, to succeed to Tenant's rights upon Tenant's default by taking an assignment of Tenant's interest under this Lease and curing such default.
Source: Item 23 — RECEIPT (FDD pages 58–229)
What This Means (2025 FDD)
According to the 2025 Floyds 99 Franchise Disclosure Document, the Franchise Agreement has several provisions that affect the tenant's (franchisee's) lease obligations. The landlord consents to the terms of the Franchise Agreement and a conditional assignment of the lease to Floyds 99 Franchising, LLC, the 'Assignee'. Floyds 99 can sublease to a franchisee or assign the lease to someone acceptable to the landlord, who agrees to assume the tenant's obligations. Upon such assignment, Floyds 99 has no further liability under the lease, and the landlord will enter into a replacement Conditional Assignment of Lease Agreement with the new tenant. The tenant (Assignor) agrees to protect Floyds 99 (Assignee) from any losses or expenses under the agreement. The tenant and landlord cannot surrender, change, or terminate the lease without Floyds 99's written consent. The tenant must also exercise any lease extension options unless Floyds 99 agrees otherwise. Floyds 99 is granted power of attorney to exercise lease extension options.
Furthermore, the tenant must allow Floyds 99 to remove trade dress and personal property within fifteen days of lease termination. The landlord must obtain Floyds 99's consent before canceling, terminating, modifying, or amending the lease, including any changes to Floyds 99's rights. Any attempt to do so without Floyds 99's consent is void. The landlord acknowledges that the tenant is not an agent or employee of Floyds 99 and cannot bind Floyds 99 in any way. The benefits of these lease addendum provisions extend to Floyds 99 and its successors.
The lease also includes non-disturbance clauses, ensuring that the tenant's use of the premises will not be interfered with by the landlord's lender or any other person, provided the tenant is not in default. The tenant can assign the lease or sublet the premises to Floyds 99, its affiliates, franchisees, or in connection with a merger, acquisition, or sale of the tenant's stock or assets without the landlord's consent. In such cases, the tenant is released from all lease obligations. The landlord agrees that Floyds 99 can charge 'additional rent' or 'percentage rent' to its franchisees without the landlord being entitled to any additional consideration. The landlord must provide Floyds 99 with written notice of any tenant default, giving Floyds 99 ten days to cure monetary defaults and thirty days to cure non-monetary defaults. Floyds 99 has the right, but not the obligation, to take over the tenant's lease interest and cure any defaults.