Must a Learningrx franchisee comply with all obligations that survive termination, including those pertaining to non-competition, to exercise the early termination option?

According to Learningrx's 2025 Franchise Disclosure Document, a franchisee's right to exercise the early termination option and have Learningrx waive lost profits damages is contingent upon strict compliance with obligations that survive termination. These obligations include those pertaining to non-competition, confidentiality, and indemnity, as well as the obligations outlined in Section 13.2(a)-(g) of the agreement.

This means that even when a Learningrx franchisee chooses to terminate the agreement early due to a negative net operating income, they must continue to adhere to the terms related to non-competition and confidentiality. The non-compete agreement, as detailed in Attachment IX, restricts the franchisee from engaging in any competing business activities during and after the franchise agreement's termination.

In practical terms, a Learningrx franchisee considering early termination must carefully review all post-termination obligations to ensure compliance. Failure to comply with these obligations could result in the loss of the waiver of lost profits damages and potential legal action from Learningrx. This condition highlights the importance of understanding all aspects of the franchise agreement, especially those that extend beyond the termination date.