Which section of the Moes Southwest Grill Franchise Agreement addresses the topic of [Agreement Topic]?
Moes_Southwest_Grill Franchise · 2025 FDDAnswer from 2025 FDD Document
[Item 17: Renewal, Termination, Transfer, and Dispute Resolution]
| Provisions | Section in Franchise Agreement | Summary |
|---|---|---|
| f. You pay us a Transfer Fee. g. You and your guarantors and owners must sign h. general release and remain liable for pre-transfer obligations | ||
| n. Our right of first refusal to acquire your business | Section 16.8 of Franchise Agreement | We can match any offer for your Restaurant or substantially all interest in your entity. |
| o. Our option to purchase your business | Section 18.4 of Franchise Agreement | We may purchase your Goods related to the Restaurant at the fair market value (exclusive of good will) and may purchase your Accepted Location if you own it or your interest in any lease. |
| p. Your death or disability | Section 16.6 of Franchise Agreement | Upon 180 days from your death or permanent incapacity you must transfer all rights and interests to buyer that complies with Transfer provisions, except no Transfer Fee will be due. |
| q. Non-competition covenants during the term of the franchise | Section 15.4 of Franchise Agreement | No involvement in a competitive business (generally, similar types of businesses that offer products the same or similar to the Approved Products) anywhere. You may not divert or attempt to divert any business or potential business, misuse vendor relationships, or perform, directly or indirectly, any other act injurious or prejudicial to the goodwill associated with the Proprietary Marks and the System. |
| r. Non-competition covenants after the franchise is terminated or expires | Section 15.4.B. of Franchise Agreement | For 12 months after expiration or termination, no involvement in a competitive business at the Accepted Location, within 3 miles of your Accepted Location, or within 3 miles of any Restaurant; and no diverting or attempting to divert any business from any Restaurant. |
| s. Modification of the agreement | Sections 8.3, 22.2 and 22.3 of Franchise Agreement | No oral modifications, but we can change the Manuals. |
| t. Integration/merger clause | Section 22.2 of Franchise Agreement | Only the terms of the Franchise Agreement and related agreements are binding (subject to state law). Any representations or promises outside of the Disclosure Document and Franchise Agreement may not be enforceable. |
| u. Dispute resolution by arbitration or mediation | Section 19.1 of Franchise Agreement | Most disputes must be resolved by arbitration. |
| v. Choice of forum | Section 19.1 of Franchise Agreement | Subject to state law, currently, arbitration or lawsuit must be in the metropolitan area of district court where our principal place of business is located (currently, Georgia). |
| w. Choice of law | Sections 15.6 | Subject to state law, Georgia law applies to all disputes |
| and 22.5 of | except those related to the non-competition covenants, | |
| Franchise | which will be governed by the laws of the state in which | |
| Agreement | your Restaurant is located. |
Source: Item 17 — Renewal, Termination, Transfer, and Dispute Resolution (FDD pages 77–82)
What This Means (2025 FDD)
According to the 2025 Moe's Southwest Grill Franchise Disclosure Document, Item 17 provides a table that summarizes key provisions within the Franchise Agreement related to renewal, termination, transfer, and dispute resolution. This table outlines various topics and specifies the corresponding sections in the Franchise Agreement where these topics are addressed.
For instance, the table indicates that Section 16.8 of the Franchise Agreement pertains to Moe's Southwest Grill's right of first refusal to acquire a franchisee's business. This means that Moe's Southwest Grill has the option to match any offer made for the purchase of a restaurant or a substantial interest in the franchisee's entity. Similarly, Section 18.4 details Moe's Southwest Grill's option to purchase the business, including goods at fair market value and the accepted location. Section 16.6 covers the event of a franchisee's death or disability, outlining the requirements for transferring rights and interests within 180 days, without a transfer fee.
Other provisions detailed in the table include non-competition covenants, which are addressed in Section 15.4 of the Franchise Agreement for the term of the franchise and Section 15.4.B after termination or expiration. Modification of the agreement is covered in Sections 8.3, 22.2, and 22.3, while the integration/merger clause is found in Section 22.2. Dispute resolution by arbitration or mediation, as well as choice of forum, are both addressed in Section 19.1. Finally, choice of law is covered in Sections 15.6 and 22.5, with Georgia law generally applying except for non-competition covenants, which are governed by the law of the state where the restaurant is located.
This table serves as a quick reference guide, but the FDD emphasizes the importance of reading the actual provisions in the Franchise Agreement for a complete understanding of these terms. Prospective franchisees should carefully review these sections with legal counsel to fully understand their rights and obligations.