Which provisions of the Floyds 99 franchise agreement survive termination or expiration?
Floyds_99 Franchise · 2025 FDDAnswer from 2025 FDD Document
- (a) Loss of Development Rights. Upon termination or expiration of this Agreement for any reason, the development rights granted to Developer under this Agreement will automatically terminate and Developer agrees to immediately and permanently cease its development activities. Franchisor will then have no further obligation to grant Developer additional franchises for FLOYD'S 99 Shops and Franchisor will be free to establish and operate, and grant other persons franchises to establish and operate, FLOYD'S 99 Shops within the former Development Area.
- (b) Marks and Confidential Information. Except in connection with Barbershops Developer is then operating under effective Franchise Agreements with Franchisor, or with respect to which a Franchise Agreement has been signed prior to the date of expiration or termination of this Agreement, Developer agrees to immediately and permanently cease to use, by advertising or in any manner whatsoever, the Marks and Confidential Information; slogans, trademarks, trade names, service marks, designs, trade dress or logos which are similar in nature to the Marks; or any equipment, materials, forms, confidential methods, procedures, recipes and techniques associated with or similar to the FLOYD'S 99 system or which display the Marks or any other distinctive forms, slogans, signs, symbols, trade dress or devices associated with or belonging to Franchisor or its affiliates.
- (c) Restrictive Covenants. Abide by all restrictive covenants set forth in this Agreement.
- (d) Continuing Obligations. All of Franchisor's and Developer's (and Developer's owners) obligations under this Agreement which expressly or by their nature survive the expiration or termination of this Agreement will continue in full force and effect subsequent to and notwithstanding the expiration or termination of this Agreement, until they are satisfied in full or by their nature expire.
- 9.4 State and Federal Law. THE PARTIES ACKNOWLEDGE THAT IN THE EVENT THAT THE TERMS OF THIS AGREEMENT REGARDING TERMINATION OR EXPIRATION ARE INCONSISTENT WITH APPLICABLE STATE OR FEDERAL LAW, SUCH LAW SHALL GOVERN DEVELOPER'S RIGHTS REGARDING TERMINATION OR EXPIRATION OF THIS AGREEMENT.
Source: Item 23 — RECEIPT (FDD pages 58–229)
What This Means (2025 FDD)
According to the 2025 Floyds 99 Franchise Disclosure Document, several obligations continue even after the Development Agreement expires or is terminated. Floyds 99 states that the developer must cease all development activities and loses the right to be granted additional franchises. Floyds 99 is then free to operate or grant franchises to others in the former development area. The developer must also stop using Floyds 99's marks, confidential information, slogans, trademarks, trade names, service marks, designs, trade dress, or logos. This extends to any equipment, materials, forms, methods, procedures, recipes, and techniques associated with the Floyds 99 system.
In addition to restrictions on using Floyds 99's intellectual property, the developer must continue to abide by all restrictive covenants outlined in the agreement. All obligations of both the franchisor and the developer (including the developer's owners) that are explicitly stated to survive termination or expiration, or which by their nature would survive, remain in full effect. These obligations remain until they are fully satisfied or naturally expire.
It is important to note that these survival clauses are subject to state and federal laws. If any terms regarding termination or expiration are inconsistent with applicable laws, those laws will govern the developer's rights. Prospective developers should carefully review these provisions with legal counsel to understand the full scope of their post-termination obligations and rights, as these can significantly impact their future business activities.