Common use of Prearranged Payments Clause in Contracts

Prearranged Payments. Under the terms of Section 11.4 of the Agreement, the Franchisee authorizes the Franchisor to initiate debit entries and/or credit correction entries to the Franchisee’s checking and/or savings account identified below and authorizes the depository identified below (“Depository”) to debit such account pursuant to the Franchisor’s instructions. Depository Branch City State Zip Code Bank Transit/ABA Number Account Number Date: By: Title: Date: Individually AND: (if a corporation or partnership) Company Name Date: By: Title: Franchisor and Franchisee are parties to a Franchise Agreement dated , 2005 for the development and operation of ROCKY MOUNTAIN CHOCOLATE FACTORY Store located at (the “Franchised Location”). In accordance with Section 5.5 of the Franchise Agreement, Franchisee certifies to Franchisor that the Franchised Location complies with all applicable federal, state and local laws, statutes, codes, rules, regulations and standards including, but not limited to, the federal Americans with Disabilities Act and any similar state or local laws. The Franchisee has obtained all such permits and certifications as may be required for the lawful construction and operation of the ROCKY MOUNTAIN CHOCOLATE FACTORY Store, together with all certifications from government authorities having jurisdiction over the site that all requirements for construction and operation have been met, including without limitation, zoning, access, sign, health, safety requirements, building and other required construction permits, licenses to do business, sales tax permits, health and sanitation permits and ratings and fire clearances. The Franchisee has obtained all customary contractors’ sworn statements and partial and final lien waivers for construction, remodeling, decorating and installation of equipment at the Franchised Location. The Franchisee acknowledges that it is an independent contractor and that the requirement of this certification does not constitute ownership, control, leasing or operation of the Store or the Franchised Location by the Franchisor, but rather provides notice to Franchisor that the Franchisee has complied with all applicable laws. The Franchisee asserts that Franchisor may justifiably rely on the information contained in this certificate. Individually AND: (if a corporation or partnership) Company Name By: Title: AGREEMENT, dated , 2005, by and between Rocky Mountain Chocolate Factory, Inc. (“Franchisor”) and , a(n) [directors, officer, partner, principal, employee, agent or stockholder] of (the “Franchisee”). All capitalized terms not otherwise defined herein shall have the meanings set forth in the Franchise Agreement, defined below. The Franchisor has granted to the Franchisee, pursuant to that certain Franchise Agreement dated , 2005 (the “Franchise Agreement”), the right to operate a ROCKY MOUNTAIN CHOCOLATE FACTORY Store. The undersigned, in consideration of the receipt and/or use of the Operations Manual and other information proprietary to the Franchisor, including but not limited to methods, strategies and techniques developed by the Franchisor relating to operations, marketing, training, advertising, trade secrets, recipes and other confidential data (collectively referred to as “Proprietary Information”), agrees with the Franchisor as follows: (1) The undersigned acknowledges that the Operations Manual and other Proprietary Information now or hereafter provided to Franchisee by the Franchisor is proprietary to the Franchisor and must be held in the utmost and strictest confidence. (2) The undersigned represents and agrees that the undersigned will not, without the prior written consent of the Franchisor, either: (i) Duplicate or otherwise reproduce the Operations Manual or other Proprietary Information; (ii) Deliver or make available the Operations Manual or other Proprietary Information to any person other than an authorized representative of the Franchisor; (iii) Discuss or otherwise disclose the contents of the Operations Manual or other Proprietary Information to any person other than an authorized representative of the Franchisor; or (iv) Use the Operations Manual or other Proprietary Information to his, her or its commercial advantage other than in connection with the operation of the franchise created and granted by the Franchise Agreement. (3) While the Franchise Agreement is in effect, neither the undersigned, nor any member of his or her immediate family, shall engage in, or participate as an owner, officer, partner, director, agent, employee, shareholder or otherwise in any other Competitive Business without having first obtained the Franchisor’s written consent. For the purposes of this Agreement, “Competitive Business” shall mean any business deriving more than 10% of its gross sales receipts from the sale, processing or manufacturing of chocolate candies and other non-chocolate confectionery items, Items or other products offered in ROCKY MOUNTAIN CHOCOLATE FACTORY Stores and which constitute 10% or more of the Gross Retail Sales of any ROCKY MOUNTAIN CHOCOLATE FACTORY Store.

Prearranged Payments. Under the terms of Section 11.4 of the Agreement, the Franchisee authorizes the Franchisor to initiate debit entries and/or credit correction entries to the Franchisee’s checking and/or savings account identified below and authorizes the depository identified below (“Depository”) to debit such account pursuant to the Franchisor’s instructions. Depository Branch City State Zip Code Bank Transit/ABA Number Account Number Date: By: Title: Xxxxx X. Xxxxxxxx, Chief Operating Officer Date: Individually AND: (if a corporation or partnership) Company Name Date: By: Title: Franchisor and Franchisee are parties to a Franchise Agreement dated , 2005 20 for the development and operation of ROCKY MOUNTAIN CHOCOLATE FACTORY Store located at (the “Franchised Location”). In accordance with Section 5.5 5.6 of the Franchise Agreement, Franchisee certifies to Franchisor that the Franchised Location complies with all applicable federal, state and local laws, statutes, codes, rules, regulations and standards including, but not limited to, the federal Americans with Disabilities Act and any similar state or local laws. The Franchisee has obtained all such permits and certifications as may be required for the lawful construction and operation of the ROCKY MOUNTAIN CHOCOLATE FACTORY Store, together with all certifications from government authorities having jurisdiction over the site that all requirements for construction and operation have been met, including without limitation, zoning, access, sign, health, safety requirements, building and other required construction permits, licenses to do business, sales tax permits, health and sanitation permits and ratings and fire clearances. The Franchisee has obtained all customary contractors’ sworn statements and partial and final lien waivers for construction, remodeling, decorating and installation of equipment at the Franchised Location. The Franchisee acknowledges that it is an independent contractor and that the requirement of this certification does not constitute ownership, control, leasing or operation of the Store or the Franchised Location by the Franchisor, but rather provides notice to Franchisor that the Franchisee has complied with all applicable laws. The Franchisee asserts that Franchisor may justifiably rely on the information contained in this certificate. Individually AND: (if a corporation or partnership) Company Name By: Title: AGREEMENT, dated , 200520___, by and between Rocky Mountain Chocolate Factory, Inc. (“Franchisor”) and , a(n) [directors, officer, partner, principal, employee, agent or stockholder] of (the “Franchisee”). All capitalized terms not otherwise defined herein shall have the meanings set forth in the Franchise Agreement, defined below. The Franchisor has granted to the Franchisee, pursuant to that certain Franchise Agreement dated , 2005 20___, (the “Franchise Agreement”), the right to operate a ROCKY MOUNTAIN CHOCOLATE FACTORY Store. The undersigned, in consideration of the receipt and/or use of the Operations Manual and other information proprietary to the Franchisor, including but not limited to methods, strategies and techniques developed by the Franchisor relating to operations, marketing, training, advertising, trade secrets, recipes and other confidential data (collectively referred to as “Proprietary Information”), agrees with the Franchisor as follows: (1) The undersigned acknowledges that the Operations Manual and other Proprietary Information now or hereafter provided to Franchisee by the Franchisor is proprietary to the Franchisor and must be held in the utmost and strictest confidence. (2) The undersigned represents and agrees that the undersigned will not, without the prior written consent of the Franchisor, either: (i) Duplicate or otherwise reproduce the Operations Manual or other Proprietary Information; (ii) Deliver or make available the Operations Manual or other Proprietary Information to any person other than an authorized representative of the Franchisor; (iii) Discuss or otherwise disclose the contents of the Operations Manual or other Proprietary Information to any person other than an authorized representative of the Franchisor; or (iv) Use the Operations Manual or other Proprietary Information to his, her or its commercial advantage other than in connection with the operation of the franchise created and granted by the Franchise Agreement. (3) While the Franchise Agreement is in effect, neither the undersigned, nor any member of his or her immediate family, shall engage in, or participate as an owner, officer, partner, director, agent, employee, shareholder shareholder, member, manager, or otherwise in any other Competitive Business without having first obtained the Franchisor’s written consent. For the purposes of this Agreement, “Competitive Business” shall mean any business operating, or granting franchises or licenses to others to operate, a retail, wholesale, distribution or manufacturing business with either of the following attributes: (i) a business deriving more than a total of 10% or more of its gross sales receipts from the sale, processing or manufacturing of one or a combination of any of the following: boxed chocolate candies and other non-chocolate confectionery itemscandies; or products which are the same as or substantially similar to Store Candy; or products made with recipes, Items or other products offered processes, included in ROCKY MOUNTAIN CHOCOLATE FACTORY Stores and which constitute the Operations Manual; or (ii) a business devoting a total of 10% or more of its retail display space to one or a combination of the Gross Retail Sales of any ROCKY MOUNTAIN CHOCOLATE FACTORY Storefollowing: boxed chocolate candies; or products which are the same as or substantially similar to Store Candy; or products made with recipes, or processes, included in the Operations Manual.

Prearranged Payments. Under the terms of Section 11.4 of the Agreement, the Franchisee authorizes the Franchisor to initiate debit entries and/or credit correction entries to the Franchisee’s checking and/or savings account identified below and authorizes the depository identified below (“Depository”) to debit such account pursuant to the Franchisor’s instructions. Depository Branch City State Zip Code Bank Transit/ABA Number Account Number Date: By: Title: Bxxxx X. Xxxxxxxx, Chief Operating Officer Date: Individually AND: (if a corporation or partnership) Company Name Date: By: Title: Franchisor and Franchisee are parties to a Franchise Agreement dated , 2005 2007 for the development and operation of ROCKY MOUNTAIN CHOCOLATE FACTORY Store located at (the “Franchised Location”). In accordance with Section 5.5 5.6 of the Franchise Agreement, Franchisee certifies to Franchisor that the Franchised Location complies with all applicable federal, state and local laws, statutes, codes, rules, regulations and standards including, but not limited to, the federal Americans with Disabilities Act and any similar state or local laws. The Franchisee has obtained all such permits and certifications as may be required for the lawful construction and operation of the ROCKY MOUNTAIN CHOCOLATE FACTORY Store, together with all certifications from government authorities having jurisdiction over the site that all requirements for construction and operation have been met, including without limitation, zoning, access, sign, health, safety requirements, building and other required construction permits, licenses to do business, sales tax permits, health and sanitation permits and ratings and fire clearances. The Franchisee has obtained all customary contractors’ sworn statements and partial and final lien waivers for construction, remodeling, decorating and installation of equipment at the Franchised Location. The Franchisee acknowledges that it is an independent contractor and that the requirement of this certification does not constitute ownership, control, leasing or operation of the Store or the Franchised Location by the Franchisor, but rather provides notice to Franchisor that the Franchisee has complied with all applicable laws. The Franchisee asserts that Franchisor may justifiably rely on the information contained in this certificate. Individually AND: (if a corporation or partnership) Company Name By: Title: AGREEMENT, dated , 20052007, by and between Rocky Mountain Chocolate Factory, Inc. (“Franchisor”) and , a(n) [directors, officer, partner, principal, employee, agent or stockholder] of (the “Franchisee”). All capitalized terms not otherwise defined herein shall have the meanings set forth in the Franchise Agreement, defined below. The Franchisor has granted to the Franchisee, pursuant to that certain Franchise Agreement dated , 2005 2007, (the “Franchise Agreement”), the right to operate a ROCKY MOUNTAIN CHOCOLATE FACTORY Store. The undersigned, in consideration of the receipt and/or use of the Operations Manual and other information proprietary to the Franchisor, including but not limited to methods, strategies and techniques developed by the Franchisor relating to operations, marketing, training, advertising, trade secrets, recipes and other confidential data (collectively referred to as “Proprietary Information”), agrees with the Franchisor as follows: (1) The undersigned acknowledges that the Operations Manual and other Proprietary Information now or hereafter provided to Franchisee by the Franchisor is proprietary to the Franchisor and must be held in the utmost and strictest confidence. (2) The undersigned represents and agrees that the undersigned will not, without the prior written consent of the Franchisor, either: (i) Duplicate or otherwise reproduce the Operations Manual or other Proprietary Information; (ii) Deliver or make available the Operations Manual or other Proprietary Information to any person other than an authorized representative of the Franchisor; (iii) Discuss or otherwise disclose the contents of the Operations Manual or other Proprietary Information to any person other than an authorized representative of the Franchisor; or (iv) Use the Operations Manual or other Proprietary Information to his, her or its commercial advantage other than in connection with the operation of the franchise created and granted by the Franchise Agreement. (3) While the Franchise Agreement is in effect, neither the undersigned, nor any member of his or her immediate family, shall engage in, or participate as an owner, officer, partner, director, agent, employee, shareholder or otherwise in any other Competitive Business without having first obtained the Franchisor’s written consent. For the purposes of this Agreement, “Competitive Business” shall mean any business operating, or granting franchises or licenses to others to operate, a retail, wholesale, distribution or manufacturing business with either of the following attributes: (i) a business deriving more than a total of 10% or more of its gross sales receipts from the sale, processing or manufacturing of one or a combination of any of the following: boxed chocolate candies and other non-chocolate confectionery itemscandies; or products which are the same as or substantially similar to Store Candy; or products made with recipes, Items or other products offered processes, included in ROCKY MOUNTAIN CHOCOLATE FACTORY Stores and which constitute the Operations Manual; or (ii) a business devoting a total of 10% or more of its retail display space to one or a combination of the Gross Retail Sales of any ROCKY MOUNTAIN CHOCOLATE FACTORY Storefollowing: boxed chocolate candies; or products which are the same as or substantially similar to Store Candy; or products made with recipes, or processes, included in the Operations Manual.

Prearranged Payments. Under the terms of Section 11.4 of the Agreement, the Franchisee authorizes the Franchisor to initiate debit entries and/or credit correction entries to the Franchisee’s checking and/or savings account identified below and authorizes the depository identified below (“Depository”) to debit such account pursuant to the Franchisor’s instructions. Depository Branch City State Zip Code Bank Transit/ABA Number Account Number ROCKY MOUNTAIN CHOCOLATE FACTORY, INC. Date: By: Title: FRANCHISEE: Date: Individually AND: (if a corporation or partnership) Company Name Date: By: Title: Franchisor and Franchisee are parties to a Franchise Agreement dated , 2005 for the development and operation of ROCKY MOUNTAIN CHOCOLATE FACTORY Store located at (the “Franchised Location”). In accordance with Section 5.5 of the Franchise Agreement, Franchisee certifies to Franchisor that the Franchised Location complies with all applicable federal, state and local laws, statutes, codes, rules, regulations and standards including, but not limited to, the federal Americans with Disabilities Act and any similar state or local laws. The Franchisee has obtained all such permits and certifications as may be required for the lawful construction and operation of the ROCKY MOUNTAIN CHOCOLATE FACTORY Store, together with all certifications from government authorities having jurisdiction over the site that all requirements for construction and operation have been met, including without limitation, zoning, access, sign, health, safety requirements, building and other required construction permits, licenses to do business, sales tax permits, health and sanitation permits and ratings and fire clearances. The Franchisee has obtained all customary contractors’ sworn statements and partial and final lien waivers for construction, remodeling, decorating and installation of equipment at the Franchised Location. The Franchisee acknowledges that it is an independent contractor and that the requirement of this certification does not constitute ownership, control, leasing or operation of the Store or the Franchised Location by the Franchisor, but rather provides notice to Franchisor that the Franchisee has complied with all applicable laws. The Franchisee asserts that Franchisor may justifiably rely on the information contained in this certificate. FRANCHISEE: Individually AND: (if a corporation or partnership) Company Name By: Title: AGREEMENT, dated , 2005, by and between Rocky Mountain Chocolate Factory, Inc. (“Franchisor”) and , a(n) [directors, officer, partner, principal, employee, agent or stockholder] of (the “Franchisee”). All capitalized terms not otherwise defined herein shall have the meanings set forth in the Franchise Agreement, defined below. The Franchisor has granted to the Franchisee, pursuant to that certain Franchise Agreement dated , 2005 (the “Franchise Agreement”), the right to operate a ROCKY MOUNTAIN CHOCOLATE FACTORY Store. The undersigned, in consideration of the receipt and/or use of the Operations Manual and other information proprietary to the Franchisor, including but not limited to methods, strategies and techniques developed by the Franchisor relating to operations, marketing, training, advertising, trade secrets, recipes and other confidential data (collectively referred to as “Proprietary Information”), agrees with the Franchisor as follows: (1) The undersigned acknowledges that the Operations Manual and other Proprietary Information now or hereafter provided to Franchisee by the Franchisor is proprietary to the Franchisor and must be held in the utmost and strictest confidence. (2) The undersigned represents and agrees that the undersigned will not, without the prior written consent of the Franchisor, either: (i) Duplicate or otherwise reproduce the Operations Manual or other Proprietary Information; (ii) Deliver or make available the Operations Manual or other Proprietary Information to any person other than an authorized representative of the Franchisor; (iii) Discuss or otherwise disclose the contents of the Operations Manual or other Proprietary Information to any person other than an authorized representative of the Franchisor; or (iv) Use the Operations Manual or other Proprietary Information to his, her or its commercial advantage other than in connection with the operation of the franchise created and granted by the Franchise Agreement. (3) While the Franchise Agreement is in effect, neither the undersigned, nor any member of his or her immediate family, shall engage in, or participate as an owner, officer, partner, director, agent, employee, shareholder or otherwise in any other Competitive Business without having first obtained the Franchisor’s written consent. For the purposes of this Agreement, “Competitive Business” shall mean any business deriving more than 10% of its gross sales receipts from the sale, processing or manufacturing of chocolate candies and other non-chocolate confectionery items, Items or other products offered in ROCKY MOUNTAIN CHOCOLATE FACTORY Stores and which constitute 10% or more of the Gross Retail Sales of any ROCKY MOUNTAIN CHOCOLATE FACTORY Store.

Prearranged Payments. Under the terms of Section 11.4 of the Agreement, the Franchisee authorizes the Franchisor to initiate debit entries and/or credit correction entries to the Franchisee’s checking and/or savings account identified below and authorizes the depository identified below (“Depository”) to debit such account pursuant to the Franchisor’s instructions. Depository Branch City State Zip Code Bank Transit/ABA Number Account Number Date: __________________ By: Title: Date: __________________ Individually AND: (if a corporation or partnership) Company Name Date: __________________ By: Title: Franchisor and Franchisee are parties to a Franchise Agreement dated _________, 2005 20___ for the development and operation of ROCKY MOUNTAIN CHOCOLATE FACTORY Store located at _________________________________________________ (the “Franchised Location”). In accordance with Section 5.5 5.6 of the Franchise Agreement, Franchisee certifies to Franchisor that the Franchised Location complies with all applicable federal, state and local laws, statutes, codes, rules, regulations and standards including, but not limited to, the federal Americans with Disabilities Act and any similar state or local laws. The Franchisee has obtained all such permits and certifications as may be required for the lawful construction and operation of the ROCKY MOUNTAIN CHOCOLATE FACTORY Store, together with all certifications from government authorities having jurisdiction over the site that all requirements for construction and operation have been met, including without limitation, zoning, access, sign, health, safety requirements, building and other required construction permits, licenses to do business, sales tax permits, health and sanitation permits and ratings and fire clearances. The Franchisee has obtained all customary contractors’ sworn statements and partial and final lien waivers for construction, remodeling, decorating and installation of equipment at the Franchised Location. The Franchisee acknowledges that it is an independent contractor and that the requirement of this certification does not constitute ownership, control, leasing or operation of the Store or the Franchised Location by the Franchisor, but rather provides notice to Franchisor that the Franchisee has complied with all applicable laws. The Franchisee asserts that Franchisor may justifiably rely on the information contained in this certificate. Individually AND: (if a corporation or partnership) Company Name By: Title: AGREEMENT, dated _________, 200520___, by and between Rocky Mountain Chocolate Factory, Inc. (“Franchisor”) and ______________________________________, a(n) [directors, officer, partner, principal, employee, agent or stockholder] of _________ (the “Franchisee”). All capitalized terms not otherwise defined herein shall have the meanings set forth in the Franchise Agreement, defined below. The Franchisor has granted to the Franchisee, pursuant to that certain Franchise Agreement dated _________, 2005 20___, (the “Franchise Agreement”), the right to operate a ROCKY MOUNTAIN CHOCOLATE FACTORY Store. The undersigned, in consideration of the receipt and/or use of the Operations Manual and other information proprietary to the Franchisor, including but not limited to methods, strategies and techniques developed by the Franchisor relating to operations, marketing, training, advertising, trade secrets, recipes and other confidential data (collectively referred to as “Proprietary Information”), agrees with the Franchisor as follows: (1) The undersigned acknowledges that the Operations Manual and other Proprietary Information now or hereafter provided to Franchisee by the Franchisor is proprietary to the Franchisor and must be held in the utmost and strictest confidence. (2) The undersigned represents and agrees that the undersigned will not, without the prior written consent of the Franchisor, either: (i) Duplicate or otherwise reproduce the Operations Manual or other Proprietary Information; (ii) Deliver or make available the Operations Manual or other Proprietary Information to any person other than an authorized representative of the Franchisor; (iii) Discuss or otherwise disclose the contents of the Operations Manual or other Proprietary Information to any person other than an authorized representative of the Franchisor; or (iv) Use the Operations Manual or other Proprietary Information to his, her or its commercial advantage other than in connection with the operation of the franchise created and granted by the Franchise Agreement. (3) While the Franchise Agreement is in effect, neither the undersigned, nor any member of his or her immediate family, shall engage in, or participate as an owner, officer, partner, director, agent, employee, shareholder shareholder, member, manager, or otherwise in any other Competitive Business without having first obtained the Franchisor’s written consent. For the purposes of this Agreement, “Competitive Business” shall mean any business operating, or granting franchises or licenses to others to operate, a retail, wholesale, distribution or manufacturing business with either of the following attributes: (i) a business deriving more than a total of 10% or more of its gross sales receipts from the sale, processing or manufacturing of one or a combination of any of the following: boxed chocolate candies and other non-chocolate confectionery itemscandies; or products which are the same as or substantially similar to Store Candy; or products made with recipes, Items or other products offered processes, included in ROCKY MOUNTAIN CHOCOLATE FACTORY Stores and which constitute the Operations Manual; or (ii) a business devoting a total of 10% or more of its retail display space to one or a combination of the Gross Retail Sales of any ROCKY MOUNTAIN CHOCOLATE FACTORY Storefollowing: boxed chocolate candies; or products which are the same as or substantially similar to Store Candy; or products made with recipes, or processes, included in the Operations Manual.