Where can I find the specific provisions regarding renewal, termination, transfer, and dispute resolution for a Gold Star franchise?
Gold_Star Franchise · 2025 FDDAnswer from 2025 FDD Document
[Item 17: Renewal, Termination, Transfer, and Dispute Resolution]
| Provision | Section in | Summary |
|---|---|---|
| Franchise Agreement | ||
| i. Your obligations on termination/nonrenewal | Section 15 | Obligations include complete deidentification; payment of amounts due; return of proprietary and other confidential items, as well as all inventory and equipment bearing the Marks; transfer of phone listings and numbers; confidentiality obligations; indemnity obligations (also see (o) and (r), below) |
| j. Assignment of contract | Section 13.1 | No restriction on Gold Star's right to assign |
| by Gold Star | ||
| k. “Transfer” by you - | Section 13.2 | Includes transfer of contract or assets, certain ownership |
| definition | changes, grant of liens | |
| l. Gold Star’s approval of transfer by Franchisee | Section 13.4 and the Small Business Association Addendum if applicable | Gold Star has the right to approve all transfers (also see (n) below) |
| m. Conditions for Gold Star approval of transfer | Section 13.4 and the Small Business Association Addendum if applicable | Gold Star not obligated to approve any transfer--minimum conditions include: you are in good standing; new franchisee qualifies; transfer fee paid; purchase agreement approved; training arranged; release signed by you (and your shareholders and partners) and current agreement and related documents signed by new franchisee (also see (n) and (r), below); Under the Small Business Association Addendum, Gold Star may not unreasonably withhold, condition, or delay its consent. |
| n. Gold Star’s right of first | Section 13.3 | Gold Star can match any offer |
| refusal to acquire your | ||
| business | ||
| o. Gold Star’s option to purchase your business | Sections 15.2 and 15.3 and the Small Business Association Addendum if Applicable | Gold Star has option to acquire Retail Location (or lease), equipment and furnishings upon termination or expiration of Franchise Agreement or permanent closing of Retail Location; Under the Small Business Association Addendum Gold Start does not have the right to acquire the Retail Location |
| p. Your death or disability (or that of any person having an interest in you or in the Franchise) | Section 13.8 and the Small Business Association Addendum if applicable | Franchise must be assigned by estate to approved buyer (and pursuant to transfer conditions) in 6 months (see (m), above); if Manager dies or becomes incapacitated and you do not have in place an acceptable successor Manager, Gold Star has the right to operate your Restaurant and charge you an operating fee during the interim period; Under the Small Business Association Addendum if applicable, Gold Star will operate the Restaurant for no more than a 90-day period of time |
| q. Non-competition covenants during the term of the Franchise | Section 11 | No involvement in competing business anywhere; no allowing any part of any owned or controlled premises in your Protected Territory to be used to any extent for any competing business |
| r. Non-competition covenants after the Franchise is terminated or expires | Section 11 | No competing business for 3 years and within 10 miles of your Retail Location or any other Gold Star (existing or approved) franchise (including after assignment); no part of any owned or controlled premises in your Protected Territory to be used to any extent for any competing business for 3 years |
| s. Modification of the | Section 21.3 | No modifications to Franchise Agreement generally, but |
| agreement | Manual and System subject to change | |
| t. Integration/merger clause | Section 21.3 | Only the terms of the Franchise Agreement are binding (subject to state law). Any other promises may not be enforceable |
| u. Dispute resolution by | None | |
| arbitration or mediation | ||
| v. Choice of forum | Section 22.3 | Litigation must be in Ohio |
| w. Choice of law | Section 22.1 | Ohio law applies |
| a. Term of the Franchise | Section 1.2 | 10 years or, if less, term of lease for Retail Location |
Source: Item 17 — Renewal, Termination, Transfer, and Dispute Resolution (FDD pages 42–45)
What This Means (2025 FDD)
According to Gold Star's 2025 Franchise Disclosure Document, Item 17 and the associated tables outline key provisions related to the franchise relationship, including renewal, termination, transfer, and dispute resolution. The tables provide summaries of these provisions and indicate the specific sections within the Franchise Agreement where the complete details can be found.
For instance, the term of the Gold Star franchise is detailed in Section 1.2 of the Franchise Agreement, which specifies a term of 10 years or the term of the lease for the Retail Location, whichever is less. The franchisee's obligations upon termination or nonrenewal are described in Section 15, including de-identification, payment of amounts due, return of confidential items, transfer of phone listings, and adherence to confidentiality and indemnity obligations. Transfer-related provisions, such as Gold Star's right to assign the contract (Section 13.1), the definition of "transfer" by the franchisee (Section 13.2), and the conditions for Gold Star's approval of a transfer (Section 13.4), are also specified.
Regarding dispute resolution, the FDD indicates that there is no provision for dispute resolution by arbitration or mediation. However, Section 22.3 states that litigation must occur in Ohio, and Section 22.1 specifies that Ohio law applies. These sections dictate the legal framework governing the franchise agreement and any potential disputes.
Prospective franchisees should carefully review all sections referenced in Item 17 within the Franchise Agreement to fully understand their rights and obligations regarding renewal, termination, transfer, and dispute resolution. Consulting with a legal advisor is also recommended to navigate these complex provisions and understand how state laws may affect the franchise agreement.