What is the 'good cause' standard mentioned in the Potbelly Sandwich Works SDAA related to?
Potbelly_Sandwich_Works Franchise · 2025 FDDAnswer from 2025 FDD Document
If any applicable law requires a greater prior notice of the termination than is required hereunder, a different standard of "good cause" to terminate this SDAA or the taking of some other action not required hereunder, the prior notice, the "good cause" standard and/or the other action required by such law shall be substituted for the comparable provisions hereof.
Source: Item 23 — RECEIPTS (FDD pages 79–355)
What This Means (2025 FDD)
According to Potbelly Sandwich Works' 2025 Franchise Disclosure Document, the 'good cause' standard in the context of the Site Development Agreement Addendum (SDAA) relates to the potential substitution of provisions within the agreement if any applicable law requires a different standard of 'good cause' to terminate the SDAA.
Specifically, if a law requires a greater prior notice of termination than what is stipulated in the SDAA, or a different 'good cause' standard to terminate the agreement, then the requirements of that law will supersede the comparable provisions in the SDAA. Similarly, if the law mandates some other action not required by the SDAA, that action will be substituted for the comparable provisions in the agreement.
This means that the 'good cause' standard for termination is not fixed within the SDAA but can be altered by applicable laws. As a result, prospective Potbelly Sandwich Works developers need to be aware of the legal requirements in their specific jurisdiction that might affect the termination conditions of their SDAA. This clause ensures that the SDAA remains compliant with local laws, but it also introduces a degree of uncertainty regarding the exact conditions under which the agreement can be terminated.