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Standard Franchise Agreements

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Preview Full Doc	2000	Standard Franchise Agreement Standard Franchise Agreement (104K) Doc #146083: Click preview link for longer preview. THIS AGREEMENT is made and entered into this ________ day of ______________,19 ____, by and between FLORIDINO'S INTERNATIONAL, INC., a Florida corporation, with its principal office at 3560 Cypress Gardens Road, Winter Haven, Florida 33884 ("COMPANY"), and _________________________________ with his principal address at ___________________________________________ __________________________________________("FRANCHISEE"). 1. PREAMBLES AND ACKNOWLEDGMENTS A. PREAMBLES The COMPANY has developed specialty restaurants, known as "Floridino's Restaurants", that sell and serve calzones, pizzas, pastas, salads, Italian sandwiches, beers, wines, sodas, and other Italian, Italian-American, and American foods and beverages. The Floridino's Restaurants are identified by certain service marks, trade names, logos, trade dress, and other commercial symbols, including, without limitation, the "Floridino's" service mark and trade name and the "Home of the World's Largest Calzone" service mark ("Marks"). The Floridino's Restaurants are operated pursuant to formats, specifications, standards, methods, and procedures required or approved by the COMPANY ("System"), all of which may be improved, further developed, or otherwise modified from time to time by the COMPANY. The COMPANY grants to persons who meet the COMPANY's qualifications, who have selected a location approved by the COMPANY, and who are willing to undertake the investment and effort, a franchise to operate a Floridino's Restaurant at such location, offering the products and services required or approved by the COMPANY and using the Marks and the System. B. ACKNOWLEDGMENTS FRANCHISEE acknowledges that he has read this Agreement and the COMPANY's franchise offering circular and that he understands and accepts the terms, conditions, and covenants contained in this Agreement as being reasonably necessary to maintain the COMPANY's high standards of quality and service at all Floridino's Restaurants in order to protect and preserve the goodwill associated with the Marks and the System. FRANCHISEE further acknowledges that he has conducted an independent investigation of the franchise contemplated by this Agreement and recognizes that, like any other business, the business of operating a Floridino's Restaurant may evolve and change over time, that an investment in the franchise contemplated by this Agreement involves risks, and that the success of the franchise contemplated by this Agreement will be largely dependent upon the abilities and efforts of FRANCHISEE. The COMPANY expressly disclaims the making of, and FRANCHISEE acknowledges that he has not received or relied upon, any-warranty or guarantee, express or implied, as to the revenues, profits, or financial success of the franchise contemplated by this Agreement. FRANCHISEE further acknowledges that he has not received or relied on any representation about the franchise contemplated by this Agreement by the COMPANY, or its directors, officers, employees, or agents, that are contrary to the disclosures made in the COMPANY's franchise offering circular. FRANCHISEE represents to the COMPANY, as an inducement to its entry into this Agreement, that FRANCHISEE has made no misrepresentations in obtaining the franchise contemplated by this Agreement. 2. FRANCHISE A. FRANCHISE GRANT Subject to the provisions of this Agreement, the COMPANY grants to FRANCHISEE a franchise ("Franchise") to operate one (1) Floridino's Restaurant ("Restaurant"), offering the products and services required and approved by the COMPANY and using the Marks and the System, at the following location: The COMPANY's approval of the foregoing location does not constitute a representation, warranty, or guarantee by the COMPANY that the Restaurant can be successfully operated at such location. B. FRANCHISE TERM The term of the Franchise shall commence upon the date of execution of this Agreement by the COMPANY and shall expire on the last day of the month that includes the tenth (10th) anniversary of such date, unless otherwise terminated prior thereto by operation of law or in accordance with any provision of this Agreement. C. FRANCHISE RENEWAL Provided FRANCHISEE is in full compliance with all provisions of this Agreement, any and all other agreements between the COMPANY and FRANCHISEE, and any and all applicable laws and regulations, and upon not less than six (6) not more than twelve (12) months written notice to the COMPANY of his intention to do so, FRANCHISEE shall have the right to renew the Franchise for successive periods of ten (10) years each upon the payment to the COMPANY of a renewal fee in an amount equal to twenty-five percent (25%) of the franchise fee then most recently received by the COMPANY for a comparable new franchise and the execution of the then current form of standard franchise agreement used by the COMPANY prior to the expiration of each such-successive term. D. TERRITORIAL RIGHTS Provided FRANCHISEE is in full compliance with all of the provisions of this Agreement, any and all other agreements between the COMPANY and FRANCHISEE, and any and all applicable laws and regulations, the COMPANY agrees that it will not operate, or permit any person other than FRANCHISEE to operate, any Floridino's Restaurant at any location within two and one-half (2.5) miles of the Restaurant during the term of the Franchise. The COMPANY (on behalf of itself and its affiliates) retains the right, in its sole discretion and without granting any rights to FRANCHISEE, (i) to itself operate, and permit persons other than FRANCHISEE to operate, Floridino's Restaurants at such locations greater than two and one-half (2.5) miles from the Restaurant as the COMPANY deems appropriate and (ii) to distribute anywhere the products and services required and approved by the COMPANY for Floridino's Restaurants under the Marks and other marks through dissimilar channels of trade (such as, food store, supermarket, factory, hospital, nursing home, school, arena, and stadium sales). 3. CONSTRUCTION AND OPENING OF THE RESTAURANT A. ACQUISITION OF PREMISES OF THE RESTAURANT FRANCHISEE has purchased or leased, or will, within thirty (30) days after the date of the execution of this Agreement, purchase or lease the premises at which the Restaurant is to be operated. Any lease or sublease of such premises shall contain such terms and provisions as are reasonably acceptable to the COMPANY and, at the COMPANY'S option, shall (i) be collaterally assigned to the COMPANY (with the consent of the lessor, if required) by a collateral assignment agreement in form and substance reasonably acceptable to the COMPANY to secure performance of any and all of FRANCHISEE's liabilities and obligations to the COMPANY; or (ii) contain substantially the following provisions: (a) Anything contained in this Lease to the contrary notwithstanding, Lessor agrees that without its consent, this Lease and the right, title, and interest of Lessee hereunder may be assigned by Lessee to Floridino's International, Inc., a Florida corporation, or its designee, provided that Floridino's International, Inc. shall execute documents evidencing that it will be bound by all of the obligations of Lessee arising under this Lease from and after the time of such assignment. (b) Lessee hereby agrees that Lessor may, upon the written request of Floridino's International, Inc., disclose to Floridino's International, Inc. all reports, information, or data in Lessor's possession respecting, sales made in, upon, or from the leased premises. 146083	Floridino's International, Inc.;	Syndicated Food Service International Inc.
Preview Full Doc	2000	Standard Franchise Agreement Standard Franchise Agreement (104K) Doc #385009: Click preview link for longer preview. THIS AGREEMENT is made and entered into this ________ day of ______________,19 ____, by and between FLORIDINO'S INTERNATIONAL, INC., a Florida corporation, with its principal office at 3560 Cypress Gardens Road, Winter Haven, Florida 33884 ("COMPANY"), and _________________________________ with his principal address at ___________________________________________ __________________________________________("FRANCHISEE"). 1. PREAMBLES AND ACKNOWLEDGMENTS A. PREAMBLES The COMPANY has developed specialty restaurants, known as "Floridino's Restaurants", that sell and serve calzones, pizzas, pastas, salads, Italian sandwiches, beers, wines, sodas, and other Italian, Italian-American, and American foods and beverages. The Floridino's Restaurants are identified by certain service marks, trade names, logos, trade dress, and other commercial symbols, including, without limitation, the "Floridino's" service mark and trade name and the "Home of the World's Largest Calzone" service mark ("Marks"). The Floridino's Restaurants are operated pursuant to formats, specifications, standards, methods, and procedures required or approved by the COMPANY ("System"), all of which may be improved, further developed, or otherwise modified from time to time by the COMPANY. The COMPANY grants to persons who meet the COMPANY's qualifications, who have selected a location approved by the COMPANY, and who are willing to undertake the investment and effort, a franchise to operate a Floridino's Restaurant at such location, offering the products and services required or approved by the COMPANY and using the Marks and the System. B. ACKNOWLEDGMENTS FRANCHISEE acknowledges that he has read this Agreement and the COMPANY's franchise offering circular and that he understands and accepts the terms, conditions, and covenants contained in this Agreement as being reasonably necessary to maintain the COMPANY's high standards of quality and service at all Floridino's Restaurants in order to protect and preserve the goodwill associated with the Marks and the System. FRANCHISEE further acknowledges that he has conducted an independent investigation of the franchise contemplated by this Agreement and recognizes that, like any other business, the business of operating a Floridino's Restaurant may evolve and change over time, that an investment in the franchise contemplated by this Agreement involves risks, and that the success of the franchise contemplated by this Agreement will be largely dependent upon the abilities and efforts of FRANCHISEE. The COMPANY expressly disclaims the making of, and FRANCHISEE acknowledges that he has not received or relied upon, any-warranty or guarantee, express or implied, as to the revenues, profits, or financial success of the franchise contemplated by this Agreement. FRANCHISEE further acknowledges that he has not received or relied on any representation about the franchise contemplated by this Agreement by the COMPANY, or its directors, officers, employees, or agents, that are contrary to the disclosures made in the COMPANY's franchise offering circular. FRANCHISEE represents to the COMPANY, as an inducement to its entry into this Agreement, that FRANCHISEE has made no misrepresentations in obtaining the franchise contemplated by this Agreement. 2. FRANCHISE A. FRANCHISE GRANT Subject to the provisions of this Agreement, the COMPANY grants to FRANCHISEE a franchise ("Franchise") to operate one (1) Floridino's Restaurant ("Restaurant"), offering the products and services required and approved by the COMPANY and using the Marks and the System, at the following location: The COMPANY's approval of the foregoing location does not constitute a representation, warranty, or guarantee by the COMPANY that the Restaurant can be successfully operated at such location. B. FRANCHISE TERM The term of the Franchise shall commence upon the date of execution of this Agreement by the COMPANY and shall expire on the last day of the month that includes the tenth (10th) anniversary of such date, unless otherwise terminated prior thereto by operation of law or in accordance with any provision of this Agreement. C. FRANCHISE RENEWAL Provided FRANCHISEE is in full compliance with all provisions of this Agreement, any and all other agreements between the COMPANY and FRANCHISEE, and any and all applicable laws and regulations, and upon not less than six (6) not more than twelve (12) months written notice to the COMPANY of his intention to do so, FRANCHISEE shall have the right to renew the Franchise for successive periods of ten (10) years each upon the payment to the COMPANY of a renewal fee in an amount equal to twenty-five percent (25%) of the franchise fee then most recently received by the COMPANY for a comparable new franchise and the execution of the then current form of standard franchise agreement used by the COMPANY prior to the expiration of each such-successive term. D. TERRITORIAL RIGHTS Provided FRANCHISEE is in full compliance with all of the provisions of this Agreement, any and all other agreements between the COMPANY and FRANCHISEE, and any and all applicable laws and regulations, the COMPANY agrees that it will not operate, or permit any person other than FRANCHISEE to operate, any Floridino's Restaurant at any location within two and one-half (2.5) miles of the Restaurant during the term of the Franchise. The COMPANY (on behalf of itself and its affiliates) retains the right, in its sole discretion and without granting any rights to FRANCHISEE, (i) to itself operate, and permit persons other than FRANCHISEE to operate, Floridino's Restaurants at such locations greater than two and one-half (2.5) miles from the Restaurant as the COMPANY deems appropriate and (ii) to distribute anywhere the products and services required and approved by the COMPANY for Floridino's Restaurants under the Marks and other marks through dissimilar channels of trade (such as, food store, supermarket, factory, hospital, nursing home, school, arena, and stadium sales). 385009	SFSI Syndicated Food Service International Inc. ( Restaurants )