What is the 'Development Schedule' for Potbelly Sandwich Works, and where is it defined?
Potbelly_Sandwich_Works Franchise · 2025 FDDAnswer from 2025 FDD Document
| Developer agrees to open ( | ) traditional Potbelly Shops within the Development | |
|---|---|---|
| Area (besides any Potbelly Shops already operating, or for which a franchise agreement has previously been signed for operation of a Potbelly Shop, in the Development Area) according to the following Development | ||
| Schedule: | ||
| New Development | Lease Control Date | Shop Open Date |
| -------------------- | ----------------------- | ------------------- |
| Shop #1 | ||
| Shop #2 | ||
| Shop #3 | ||
| Shop #4 | ||
| Shop #5 | ||
| Shop #6 | ||
| Shop #7 |
Without limiting the foregoing, you agree to open and operate in the Development Area, in accordance with and pursuant to franchise agreements you or your Affiliates will sign, the incremental and total cumulative number of Potbelly Shops set forth in Exhibit B by the corresponding dates and timelines set forth therein (collectively, Exhibit B is referred to as the "Development Schedule").
If you fail to adhere to the Development Schedule in Section 2.04 and Exhibit B by either: (1) failing to meet the requirements for the incremental number of Potbelly Shops to be developed (and opened under franchise agreements) during the development period, (2) failing to meet the lease control dates or number of new leases under control, or (3) failing to meet the requirements for the cumulative number of Potbelly Shops developed (and operating under franchise agreements) by the end of the development period, then this will constitute a material breach of this SDAA, which, unless you cure it as provided in Section 8.02 of this SDAA, will result in this SDAA being terminated immediately.
YOU ACKNOWLEDGE AND AGREE THAT TIME IS OF THE ESSENCE UNDER THIS SDAA AND THAT YOUR RIGHTS UNDER THIS SDAA ARE SUBJECT TO TERMINATION (WITHOUT ANY CURE OPPORTUNITY) IF YOU DO NOT FULLY COMPLY STRICTLY WITH THE DEVELOPMENT OBLIGATIONS PROVIDED IN THE DEVELOPMENT SCHEDULE. WE MAY ENFORCE THIS SDAA STRICTLY.
EXHIBIT B – DEVELOPMENT SCHEDULE
Source: Item 23 — RECEIPTS (FDD pages 79–355)
What This Means (2025 FDD)
According to Potbelly Sandwich Works' 2025 Franchise Disclosure Document, the Development Schedule is defined in Exhibit B of the Potbelly Sandwich Shop Development Area Agreement (SDAA). The Development Schedule outlines the specific dates and timelines by which a developer must open and operate a predetermined number of Potbelly Sandwich Works shops within their designated Development Area.
The Development Schedule requires developers to exert their best efforts to fully develop the market potential for Potbelly Sandwich Works shops in the Development Area. Failure to adhere to the Development Schedule, specifically by not meeting the requirements for the incremental number of shops to be developed, failing to meet lease control dates or the number of new leases under control, or not meeting the requirements for the cumulative number of shops developed by the end of the development period, constitutes a material breach of the SDAA.
If a developer fails to meet the obligations outlined in the Development Schedule, Potbelly Sandwich Works has the right to terminate the SDAA immediately, without any opportunity to cure the breach. In the event of termination, the developer will lose the right to develop any remaining Potbelly Sandwich Works shops in the Development Area, as well as the Development Fee associated with those undeveloped shops. Potbelly Sandwich Works may then operate or franchise shops within the undeveloped portion of the Development Area without violating the SDAA. The FDD emphasizes that time is of the essence and that Potbelly Sandwich Works may strictly enforce the SDAA.
The table in the Development Area Agreement provides a template for the 'Development Schedule' which includes columns for 'New Development Shop #', 'Lease Control Date', and 'Shop Open Date'.