By Us. We have the right to terminate this Agreement, effective upon delivery of written notice of termination to you, if: (1) you (or any of your owners) have made or make any material misrepresentation or omission in purchasing the Franchise or operating the RESTAURANT; (2) you (or your Managing Owner) fail successfully to complete initial training to our satisfaction; (3) you fail to begin operating the RESTAURANT within one hundred eighty (180) calendar days after the execution of this Agreement; (4) you abandon or fail actively to operate the RESTAURANT for three (3) or more consecutive business days, unless the RESTAURANT has been closed for a purpose we have approved or because of casualty or government order; (5) you surrender or transfer control of the operation of the RESTAURANT without our prior written consent; (6) you (or any of your owners) are or have been convicted by a trial court of, or plead or have pleaded no contest to, a felony; (7) you fail to maintain the insurance we require from time to time; (8) you interfere with our right to inspect the RESTAURANT or observe its operations, as provided in Section 11 of this Agreement; (9) you (or any of your owners) engage in any dishonest or unethical conduct which may adversely affect the reputation of the RESTAURANT or another XXXXX'X SUBS Restaurant or the goodwill associated with the Marks; (10) you (or any of your owners) make an unauthorized assignment of this Agreement or of an ownership interest in you or the RESTAURANT; (11) in the event of your death or disability or the death or disability of the Managing Owner or the owner of a controlling interest in you, this Agreement or the owner's interest in you is not assigned as required; (12) you lose the right to possess the Premises; (13) we have sent a notice of termination under any other franchise agreement for a XXXXX'X SUBS Restaurant between you (or any of your owners) and us; (14) you (or any of your owners) make any unauthorized use or disclosure of any Confidential Information or use, duplicate or disclose any portion of the Operations Manual in violation of this Agreement; (15) you violate any health, safety or sanitation law, ordinance or regulation and do not begin to cure the noncompliance or violation immediately, and correct the noncompliance or violation within seventy-two (72) hours, after written notice is delivered to you; (16) you fail to make payments of any amounts due to us and do not correct the failure within ten (10) days after written notice of the failure is delivered to you; (17) you fail to pay when due any federal or state income, service, sales or other taxes due on the operations of the RESTAURANT, unless you are in good faith contesting your liability for these taxes; (18) you fail to comply with modifications to System Standards within the required time period; (19) you (or any of your owners) fail on three (3) or more separate occasions within any period of twelve (12) consecutive months to do any one or more or combination of the following: (i) submit when due reports or other data, information or supporting records, (ii) pay when due any amounts due to us or (iii) otherwise comply with this Agreement, whether or not any of the failures set forth in subparagraphs (i) through (iii) are corrected after written notice of the failure is delivered to you; (20) you make an assignment for the benefit of creditors or admit in writing your insolvency or inability to pay your debts generally as they become due; you consent to the appointment of a receiver, trustee or liquidator of all or the substantial part of your property; the RESTAURANT is attached, seized, subjected to a writ or distress warrant or levied upon, unless the attachment, seizure, writ, warrant or levy is vacated within thirty (30) days; or any order appointing a receiver, trustee or liquidator of you or the RESTAURANT is not vacated within thirty (30) days following the entry of the order; or (21) you (or any of your owners) fail to comply with any other provision of this Agreement or any System Standard and do not correct the failure within thirty (30) days after written notice of the failure to comply is delivered to you.
Appears in 1 contract
By Us. We have the right to may terminate this Agreement, effective upon delivery of written notice of termination to you, if:
(1) you (or any of your owners) have made or make any material misrepresentation or omission in purchasing acquiring the Franchise or operating the RESTAURANTFACILITY;
(a) you do not locate and secure sites for the Hub Location and your first two (2) Annex Locations within the time periods specified in Subsection 1.E.(2) above, (b) you do not commence operating the Hub Location and your first two (2) Annex Locations within the time periods specified in Subsection 2.D. above, or your Managing Owner(c) fail successfully to complete initial training to you commence operating a Location before we notify you that the Location meets our satisfactionstandards and specifications;
(3) you fail to begin operating the RESTAURANT within one hundred eighty (180) calendar days after the execution of this Agreement;
(4) you abandon or fail actively to operate the RESTAURANT Hub Location, or fail actively to operate at least two (2) Annex Locations, for three five (35) or more consecutive business days, unless you close the RESTAURANT has been closed Location(s) for a purpose we have approved approve or because of casualty or government order;
(54) you surrender or transfer control of the any Location’s operation of the RESTAURANT without our prior written consent;
(65) you (or any of your owners) are or have been convicted by a trial court of, or plead or have pleaded no contest to, a felony;
(76) you fail to maintain the required insurance we require from time to time;
(8) you interfere with our right to inspect the RESTAURANT or observe its operations, as provided in Section 11 of this Agreement;
(9) you (or any of your owners) engage in any dishonest or unethical conduct which may adversely affect the reputation of the RESTAURANT or another XXXXX'X SUBS Restaurant or the goodwill associated with the Marks;
(10) you (or any of your owners) make an unauthorized assignment of this Agreement or of an ownership interest in you or the RESTAURANT;
(11) in the event of your death or disability or the death or disability of the Managing Owner or the owner of a controlling interest in you, this Agreement or the owner's interest in you is not assigned as required;
(12) you lose the right to possess the Premises;
(13) we have sent a notice of termination under any other franchise agreement for a XXXXX'X SUBS Restaurant between you (or any of your owners) and us;
(14) you (or any of your owners) make any unauthorized use or disclosure of any Confidential Information or use, duplicate or disclose any portion of the Operations Manual in violation of this Agreement;
(15) you violate any health, safety or sanitation law, ordinance or regulation and do not begin to cure the noncompliance or violation immediately, and correct the noncompliance or violation within seventy-two (72) hours, after written notice is delivered to you;
(16) you fail to make payments of any amounts due to us coverage and do not correct the failure within ten (10) days after we deliver written notice of the that failure is delivered to you;
(177) you fail to maintain any licenses or permits required to operate the FACILITY, as a result of which you would be legally obligated to cease operations, and you fail to secure such licenses and permits within the timeframe mandated by law;
(8) you (or any of your owners) engage in any dishonest, unethical, immoral, or similar conduct as a result of which your (or his or her) association with the FACILITY (or the owner’s association with you) could, in our reasonable opinion, have a material adverse effect on the goodwill associated with the Marks;
(9) you (or any of your owners or the owner of a controlling ownership interest in an Entity that has a controlling ownership interest in you) make or attempt to make an unauthorized assignment of this Agreement, the FACILITY, or a controlling ownership interest in you (or in an Entity that has a controlling ownership interest in you);
(10) you lose the right to occupy the Hub Location due to your Lease default;
(11) you lose the right to occupy the Hub Location or (if you operate three (3) or more Annex Locations) more than one (1) of your Annex Locations (but not because of your Lease default), or the Hub Location or such Annex Locations are damaged to such an extent that you no longer can operate the FACILITY at the Location over a thirty (30) day period, and you fail to relocate to a substitute site (or sites) within the Territory and to begin operating from that substitute site (or those substitute sites) within one hundred twenty (120) days from the date you could not occupy the Location (in the case of the Hub Location) or within sixty (60) days from the date you could not occupy the Location (in the case of an Annex Location);
(12) you (or any of your owners) knowingly make any unauthorized use or disclosure of any part of the Operations Manual or any other Confidential Information;
(13) you violate any health, safety, or sanitation law, ordinance, or regulation, or operate the FACILITY in an unsafe manner, and do not begin to cure the violation immediately after delivery of notice from us or any government agency and to correct the violation within the timeframe mandated by law;
(14) you fail to pay us (or our affiliates) any amounts due under this Agreement or otherwise (including the Assumed Royalty and Assumed Fund Contribution) and do not correct the failure within ten (10) days after we deliver written notice of that failure to you;
(15) you fail to pay any vendors to the Franchise System (other than us and our affiliates) any amounts due for your purchases from them and do not correct the failure within thirty (30) days after the vendor delivers written notice of that failure to you, unless you are in good faith contesting your liability for those amounts, you notify us in writing of the reason for your non-payment, and we agree that you have a legitimate reason for the non-payment (although we may, but have no obligation to, pay the vendor by debiting your EFTA);
(16) you fail to pay when due any federal or state income, service, sales sales, or other taxes due on the operations of the RESTAURANTFACILITY’s operation, unless you are in good faith contesting your liability for these taxesthose taxes or you have received an extension from the applicable government agency of the time within which to make payments;
(17) you understate the FACILITY’s Gross Sales (a) three (3) times or more over a three (3) year period by more than two percent (2%) on each occasion or (b) by more than ten percent (10%) on any one occasion;
(18) you fail to comply with modifications to System Standards within the required time period;
(19) you (or any of your owners) (a) fail on three (3) or more separate occasions within any three (3) year period of twelve (12) consecutive months to do any one or more or combination of the following: (i) submit when due reports or other data, information or supporting records, (ii) pay when due any amounts due to us or (iii) otherwise comply with this Agreement, whether or not any of you correct the failures set forth in subparagraphs after our delivery of notice to you; or (ib) through fail on two (iii2) are corrected or more separate occasions within any eighteen (18) consecutive month period to comply with the same obligation under this Agreement, whether or not you correct the failures after written our delivery of notice of the failure is delivered to you;
(2019) you make an assignment for the benefit of creditors or admit in writing your insolvency or inability to pay your debts generally as they become due; you consent to the appointment of a receiver, trustee trustee, or liquidator of all or the substantial part of your property; the RESTAURANT FACILITY is attached, seized, subjected to a writ or distress warrant warrant, or levied upon, unless the attachment, seizure, writ, warrant warrant, or levy is vacated within thirty (30) days; or any order appointing a receiver, trustee trustee, or liquidator of you or the RESTAURANT FACILITY is not vacated within thirty (30) days following the entry order’s entry;
(20) your or any of the orderyour owners’ assets, property, or interests are blocked under any law, ordinance, or regulation relating to terrorist activities, or you or any of your owners otherwise violate any such law, ordinance, or regulation; or
(21) you (or any of your owners) fail to comply with any other provision of this Agreement or any System Standard and do not correct the failure within thirty (30) days after we deliver written notice of the failure to comply is delivered to you.
Appears in 1 contract
Samples: Franchise Agreement (Longfoot Communications Corp.)
By Us. We have the right to may terminate this Agreement, effective upon delivery of written notice of termination to you, if:
(1) you (or any of your owners) have made or make any material misrepresentation or omission in purchasing the Franchise License or operating the RESTAURANTFACILITY;
(2) you (or your Managing Owner) fail successfully to complete initial training to our satisfaction;
(3) you fail (or any of your owners) interfere with our efforts to begin operating complete the RESTAURANT within one hundred eighty (180) calendar days after the execution FACILITY's development, as provided in Section 2.C. of this Agreement;
(4) you abandon fail to begin operating the FACILITY within three hundred sixty-five (365) calendar days after signing this Agreement or on or before the date specified in the Lease, whichever is earlier;
(5) you fail actively to operate the RESTAURANT for three (3) or more consecutive business days, FACILITY every day unless the RESTAURANT FACILITY has been closed for a purpose we have approved or because of casualty or government order;
(56) you surrender or transfer control of the FACILITY's operation of the RESTAURANT without our prior written consent;
(67) you (or any of your owners) are or have been convicted by a trial court of, or plead or have pleaded no contest to, a felony;
(7) 8) you fail to maintain the insurance we require from time to time;
(8) 9) you interfere with our right to inspect the RESTAURANT FACILITY or observe its operations, as provided in Section 11 10 of this Agreement;
(910) any judgments, executions or liens are obtained against the FACILITY and remain unsatisfied and unbonded of record for more than fifteen (15) days;
(11) you (or any of your owners) engage in any dishonest or unethical conduct which may adversely affect the reputation of the RESTAURANT FACILITY or another XXXXX'X SUBS Restaurant Cookie System Facility or the goodwill associated with the Marks;
(1012) you (or any of your owners) make an unauthorized assignment of this Agreement Agreement, the FACILITY or of an a controlling ownership interest in you or the RESTAURANTyou;
(1113) we have sent a notice of termination under any other license agreement for a Cookie System Facility between you (or any of your owners) and us due to a failure to pay monies owed;
(14) in the event of your death or disability or the death or disability of the Managing Owner or the owner of a controlling interest in you, this Agreement or the that owner's interest in you is not assigned as required;
(1215) you lose fail to comply with any provision of the right Lease or any other lease or sublease between us and you and/or any of your owners and fail to possess cure the Premisesdefault within the prescribed time period (if cure is allowed);
(13) we have sent a notice of termination under any other franchise agreement for a XXXXX'X SUBS Restaurant between you (or any of your owners) and us;
(1416) you (or any of your owners) make any unauthorized use or disclosure of any Confidential Information or use, duplicate or disclose any portion of the Operations Manual in violation of this Agreement;
(1517) you violate any health, safety or sanitation law, ordinance or regulation and do not begin to cure the noncompliance or violation immediately, and correct the noncompliance or violation within seventy-two (72) hours, after written notice is delivered to you;
(1618) you or any of your affiliates fail to make payments of any amounts due to us and do not correct the failure within ten seven (107) days after written notice of the failure is delivered to you;
(1719) you fail to pay when due any federal or state income, service, sales or other taxes due on the operations of the RESTAURANTFACILITY's operations, unless you are in good faith contesting your liability for these taxes;
(1820) you understate the FACILITY's Gross Sales by more than four percent (4%) in any report or financial statement;
(21) you fail to comply with modifications to System Standards within the required time period;
(1922) you (or any of your owners) fail to comply with any other provision of this Agreement or any System Standard and do not correct the failure within thirty (30) days after written notice of the failure to comply is delivered to you;
(23) you (or any of your owners) fail on three (3) or more separate occasions within any period of twelve (12) consecutive months to do any one or more or combination of the following: (i) submit when due reports or other data, information or supporting records, (ii) pay when due any amounts due to us or (iii) otherwise comply with this Agreement, whether or not any of the failures set forth in subparagraphs (i) through (iii) are corrected after written notice of the failure is delivered to you;; or
(2024) you make an assignment for the benefit of creditors or admit in writing your insolvency or inability to pay your debts generally as they become due; you consent to the appointment of a receiver, trustee or liquidator of all or the substantial part of your property; the RESTAURANT FACILITY is attached, seized, subjected to a writ or distress warrant or levied upon, unless the attachment, seizure, writ, warrant or levy is vacated within thirty (30) days; or any order appointing a receiver, trustee or liquidator of you or the RESTAURANT FACILITY is not vacated within thirty (30) days following the entry of the order; or
(21) you (or any of your owners) fail to comply with any other provision of this Agreement or any System Standard and do not correct the failure within thirty (30) days after written notice of the failure to comply is delivered to you.
Appears in 1 contract
By Us. We have the right to terminate this Agreement, Agreement effective upon delivery of written notice of termination to you, without opportunity to cure, if:
(1a) you (or any of your ownersowners or affiliates) have made or make any material misrepresentation or omission in purchasing connection with your purchase of the Franchise or operating the RESTAURANTFranchise;
(2b) you (or the required number of your Managing Owner) trainees fail to successfully to complete initial training Initial Training to our satisfactionsatisfaction or you have not fulfilled all of the conditions for management of the WOB Tavern;
(3c) you fail to begin operating (i) obtain our approval of the RESTAURANT Site within one hundred eighty the required time period or (180ii) calendar days after open the execution of this AgreementTavern for business within the required time period;
(4d) you fail to secure the required alcohol beverage license(s) required to operate the Tavern and do not correct such failure within 10 days after written notice of such failure is delivered to you;
(e) the sale or consumption of alcoholic beverages at the Tavern is suspended or prohibited for more than 10 days as a result of your failure to comply with applicable laws and regulations relating to the sale of alcoholic beverages at the Tavern;
(f) the WOB Tavern is ordered closed by any governmental agency responsible for enforcing health and safety regulations;
(g) you abandon or fail to actively to operate the RESTAURANT WOB Tavern for three (3) 2 or more consecutive business days, unless the RESTAURANT WOB Tavern has been closed for a purpose we have approved or because of casualty or government order;
(5h) you surrender or transfer control of the operation of the RESTAURANT WOB Tavern without our prior written consent;
(6i) you (or any of your ownersowners or affiliates) are or have been convicted by a trial court of, or plead or have pleaded no contest contest, or guilty, to, a felonyfelony or other serious crime or offense that is likely to adversely affect the reputation of the System and the goodwill associated with the Marks;
(7) you fail to maintain the insurance we require from time to time;
(8) you interfere with our right to inspect the RESTAURANT or observe its operations, as provided in Section 11 of this Agreement;
(9j) you (or any of your ownersowners or affiliates) engage in any dishonest or unethical conduct which may adversely affect the reputation of the. WOB Tavern, the RESTAURANT reputation of any other WOB Tavern, or another XXXXX'X SUBS Restaurant or the reputation of the System and the goodwill associated with the Marks;
(10k) you understate Net Sales by more than 2%, or our audits or investigations show that you understated Net Sales by more than 2%, 2 or more times during any 18-month period;
(1) you (or any of your ownersowners or affiliates) make an unauthorized assignment of this Agreement or of an ownership interest in you or the RESTAURANTWOB Tavern;
(11m) in the event of your death or disability or the death or disability of the Managing Owner or the owner of a controlling interest in you, this Agreement or the such owner's interest in you is not assigned as requiredrequired under this Agreement;
(12n) you lose the right to possess possession of the PremisesSite;
(13) we have sent a notice of termination under any other franchise agreement for a XXXXX'X SUBS Restaurant between you (or any of your owners) and us;
(14o) you (or any of your ownersowners or affiliates) make any unauthorized use of the Marks or unauthorized use or disclosure of any Confidential Information or use, duplicate or disclose any portion of the Operations Manual in violation of this AgreementInformation;
(15p) you violate any health, safety or sanitation law, ordinance or regulation and do not begin to cure the noncompliance or violation immediately, and correct the such noncompliance or violation within seventy-two (72) hours5 days, after written notice is delivered to you, except we may require the immediate shut down of your WOB Tavern in the event we deem such violation to be a significant risk to the health and safety of the WOB Tavern's customers;
(16q) you fail to make payments of any amounts due to us and do not correct the such failure within ten (10) 10 days after written notice of the such failure is delivered to you;
(17r) you fail to make payments of any amounts due to approved suppliers of products or services and do not correct such failure within 10 days after written notice of such failure is delivered to you by such supplier;
(s) you fail to pay when due any federal or state income, service, sales or other taxes due on the operations of the RESTAURANTWOB Tavern, unless you are in good faith contesting your liability for these such taxes;
(18) you fail to comply with modifications to System Standards within the required time period;
(19t) you (or any of your ownersowners or affiliates) fail to comply with any other provision of this Agreement or of any other franchise agreement with us, or any System Standard and do not correct such failure within 30 days after written notice of such failure to comply is delivered to you;
(u) you (or any of your owners or affiliates) fail on three (3) 2 or more separate occasions within any period of twelve (12) 12 consecutive months or on 3 occasions during the term of this Agreement to do any one or more or combination of the following: (i) submit when due reports or other data, information or supporting records, (ii) to pay when due any amounts due to us or (iii) otherwise to comply with this Agreement, whether or not any of the such failures set forth in subparagraphs (i) through (iii) are to comply were corrected after written wrifteu notice of the such failure is was delivered to you;; or
(20v) you make an assignment for the benefit of creditors or admit in writing your insolvency or inability to pay your debts generally as they become due; you consent to the appointment of a receiver, trustee or liquidator of all or the substantial part of your property; the RESTAURANT WOB Tavern is attached, seized, subjected to a writ or distress warrant or levied upon, unless the such attachment, seizure, writ, warrant or levy is vacated within thirty (30) 30 days; or any order appointing a receiver, trustee or liquidator of you or the RESTAURANT WOB Tavern is not vacated within thirty (30) 30 days following the entry of the such order; or
(21) you (or any of your owners) fail to comply with any other provision of this Agreement or any System Standard and do not correct the failure within thirty (30) days after written notice of the failure to comply is delivered to you.
Appears in 1 contract
By Us. We have the right to terminate this Agreement, Agreement effective upon delivery of written notice of termination to you, without opportunity to cure, if:
(1a) you (or any of your ownersowners or affiliates) have made or make any material misrepresentation or omission in purchasing connection with your purchase of the Franchise or operating the RESTAURANTFranchise;
(2b) you (or the required number of your Managing Owner) trainees fail to successfully to complete initial training Initial Training to our satisfactionsatisfaction or you have not fulfilled all of the conditions for management of the WOB Store;
(3c) you fail to begin operating (i) obtain our approval of the RESTAURANT Site within one hundred eighty the required time period or (180ii) calendar days after open the execution of this AgreementStore for business within the required time period;
(4d) you fail to secure the required alcohol beverage license(s) required to operate the Store and do not correct such failure within 10 days after written notice of such failure is delivered to you;
(e) the sale or consumption of alcoholic beverages at the Store is suspended or prohibited for more than 10 days as a result of your failure to comply with applicable laws and regulations relating to the sale of alcoholic beverages at the Store;
(f) the WOB Store is ordered closed by any governmental agency responsible for enforcing health and safety regulations;
(g) you abandon or fail to actively to operate the RESTAURANT WOB Store for three (3) 2 or more consecutive business days, unless the RESTAURANT WOB Store has been closed for a purpose we have approved or because of casualty or government order;
(5h) you surrender or transfer control of the operation of the RESTAURANT WOB Store without our prior written consent;
(6i) you (or any of your ownersowners or affiliates) are or have been convicted by a trial court of, or plead or have pleaded no contest contest, or guilty, to, a felonyfelony or other serious crime or offense that is likely to adversely affect the reputation of the System and the goodwill associated with the Marks;
(7) you fail to maintain the insurance we require from time to time;
(8) you interfere with our right to inspect the RESTAURANT or observe its operations, as provided in Section 11 of this Agreement;
(9j) you (or any of your ownersowners or affiliates) engage in any dishonest or unethical conduct which may adversely affect the reputation of the. WOB Store, the RESTAURANT reputation of any other WOB Store, or another XXXXX'X SUBS Restaurant or the reputation of the System and the goodwill associated with the Marks;
(10k) you understate Net Sales by more than 2%, or our audits or investigations show that you understated Net Sales by more than 2%, 2 or more times during any 18-month period;
(1) you (or any of your ownersowners or affiliates) make an unauthorized assignment of this Agreement or of an ownership interest in you or the RESTAURANTWOB Store;
(11m) in the event of your death or disability or the death or disability of the Managing Owner or the owner of a controlling interest in you, this Agreement or the such owner's interest in you is not assigned as requiredrequired under this Agreement;
(12n) you lose the right to possess possession of the PremisesSite;
(13) we have sent a notice of termination under any other franchise agreement for a XXXXX'X SUBS Restaurant between you (or any of your owners) and us;
(14o) you (or any of your ownersowners or affiliates) make any unauthorized use of the Marks or unauthorized use or disclosure of any Confidential Information or use, duplicate or disclose any portion of the Operations Manual in violation of this AgreementInformation;
(15p) you violate any health, safety or sanitation law, ordinance or regulation and do not begin to cure the noncompliance or violation immediately, and correct the such noncompliance or violation within seventy-two (72) hours5 days, after written notice is delivered to you, except we may require the immediate shut down of your WOB Store in the event we deem such violation to be a significant risk to the health and safety of the WOB Store's customers;
(16q) you fail to make payments of any amounts due to us and do not correct the such failure within ten (10) 10 days after written notice of the such failure is delivered to you;
(17r) you fail to make payments of any amounts due to approved suppliers of products or services and do not correct such failure within 10 days after written notice of such failure is delivered to you by such supplier;
(s) you fail to pay when due any federal or state income, service, sales or other taxes due on the operations of the RESTAURANTWOB Store, unless you are in good faith contesting your liability for these such taxes;
(18) you fail to comply with modifications to System Standards within the required time period;
(19t) you (or any of your ownersowners or affiliates) fail to comply with any other provision of this Agreement or of any other franchise agreement with us, or any System Standard and do not correct such failure within 30 days after written notice of such failure to comply is delivered to you;
(u) you (or any of your owners or affiliates) fail on three (3) 2 or more separate occasions within any period of twelve (12) 12 consecutive months or on 3 occasions during the term of this Agreement to do any one or more or combination of the following: (i) submit when due reports or other data, information or supporting records, (ii) to pay when due any amounts due to us or (iii) otherwise to comply with this Agreement, whether or not any of the such failures set forth in subparagraphs (i) through (iii) are to comply were corrected after written wrifteu notice of the such failure is was delivered to you;; or
(20v) you make an assignment for the benefit of creditors or admit in writing your insolvency or inability to pay your debts generally as they become due; you consent to the appointment of a receiver, trustee or liquidator of all or the substantial part of your property; the RESTAURANT WOB Store is attached, seized, subjected to a writ or distress warrant or levied upon, unless the such attachment, seizure, writ, warrant or levy is vacated within thirty (30) 30 days; or any order appointing a receiver, trustee or liquidator of you or the RESTAURANT WOB Store is not vacated within thirty (30) 30 days following the entry of the such order; or
(21) you (or any of your owners) fail to comply with any other provision of this Agreement or any System Standard and do not correct the failure within thirty (30) days after written notice of the failure to comply is delivered to you.
Appears in 1 contract
By Us. We have the right to can terminate this Agreement, effective upon delivery of written notice of termination to you, if:
(1) you (or any of your owners) have made or make any material misrepresentation or omission in purchasing acquiring the Franchise rights granted under this Agreement or operating the RESTAURANTwhile representing us as a development agent;
(2) you (or fail actively to perform your Managing Owner) fail successfully to complete initial training to our satisfaction;
(3) you fail to begin operating the RESTAURANT within one hundred eighty (180) calendar days after the execution of obligations under this Agreement;
(4) you abandon or fail actively to operate the RESTAURANT for three (3) or more consecutive business days, unless the RESTAURANT has been closed for a purpose we have approved or because of casualty or government order;
(5) you surrender or transfer control of the operation of the RESTAURANT without our prior written consent;
(6) you (or any of your owners) are or have been convicted by a trial court of, or plead or have pleaded no contest to, a felony;
(7) you fail to maintain the insurance we require from time to time;
(8) you interfere with our right to inspect the RESTAURANT or observe its operations, as provided in Section 11 of this Agreement;
(94) you (or any of your owners) engage in any dishonest or unethical conduct which may adversely affect the reputation of the RESTAURANT or another XXXXX'X SUBS Restaurant Mountain Mike's Pizza Restaurants or the goodwill associated with the Marks;
(105) you (or any of your owners) make an unauthorized assignment of this Agreement or of an ownership interest in you or the RESTAURANTyou;
(116) in the event of your death or disability or the death or disability of the Managing Owner or the owner of a controlling interest in you, this Agreement or the ownerManaging Owner's interest in you is not assigned as requiredrequired upon your or the Managing Owner's death or disability;
(127) you lose fail to meet the right to possess the PremisesDevelopment Schedule during any Development Period;
(13) 8) we have sent a notice of termination under any other franchise agreement Franchise Agreement for a XXXXX'X SUBS Mountain Mike's Pizza Restaurant between you (or any of your owners) and usus or you fail to own and operate at least one (1) Mountain Mike's Pizza Restaurant within the Territory, as required under Section 1.B.;
(149) you (or any of your owners) make any unauthorized use or disclosure of any Confidential Information or use, duplicate or disclose any portion of the Operations Manual in violation of this Agreement;
(15) you violate any health, safety or sanitation law, ordinance or regulation and do not begin to cure the noncompliance or violation immediately, and correct the noncompliance or violation within seventy-two (72) hours, after written notice is delivered to you;
(16) you fail to make payments of any amounts due to us and do not correct the failure within ten (10) days after written notice of the failure is delivered to you;
(17) you fail to pay when due any federal or state income, service, sales or other taxes due on the operations of the RESTAURANT, unless you are in good faith contesting your liability for these taxes;
(18) you fail to comply with modifications to System Standards within the required time period;
(19) you (or any of your owners) fail on three (3) or more separate occasions within any period of twelve (12) consecutive months to do any one or more or combination of the following: (i) submit when due reports or other data, information or supporting records, (ii) pay when due any amounts due to us or (iii) otherwise comply with this Agreement, whether or not any of the failures set forth in subparagraphs (i) through (iii) are corrected after written notice of the failure failures is delivered to you;
(2011) you make an assignment for the benefit of creditors or admit in writing your insolvency or inability to pay your debts generally as they become due; you consent to the appointment of a receiver, trustee or liquidator of all or the substantial part of your property; the RESTAURANT is attached, seized, subjected to a writ or distress warrant or levied upon, unless the attachment, seizure, writ, warrant or levy is vacated within thirty (30) days; or any order appointing a receiver, trustee or liquidator of you or the RESTAURANT is not vacated within thirty (30) days following the entry of the order; or
(2112) you (or any of your owners) fail to comply with any other provision of this Agreement or any System Standard of our operating standards and do not correct the failure within thirty (30) days after written notice of the failure to comply is delivered to you.
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