AGREEMENT AND RELEASE
This AGREEMENT AND RELEASE (the "Agreement and Release") is made as of this
___ day of ______, 1997, by and between Bruegger's Franchise Corporation, a
Delaware corporation ("Franchisor") and DFW Bagels, Inc. (formerly known as Big
D. Bagels, Inc.), a Minnesota Corporation, d/b/a Xxxxxxxx'x Bagels Bakery
("Developer") and Ciatti's, Inc. a ___________ corporation ("Ciatti's").
WHEREAS, Developer is a developer of Xxxxxxxx'x Bagels bakeries pursuant to
that certain Bruegger's Fresh Bagel Bakery Shareholder Development Agreement,
dated as of January 1, 1995, as amended, between Developer and Franchisor (the
"Development Agreement");
WHEREAS, Developer is a franchisee of Xxxxxxxx'x Bagels bakeries pursuant
to those certain Bruegger's Fresh Bagel Bakery Shareholder Franchise Agreements,
as amended, between Developer and Franchisor set forth on Exhibit A, attached
hereto (collectively, the "Existing Franchise Agreements") for those Xxxxxxxx'x
Bagels bakeries at the locations set forth on Exhibit A (the "Bakeries") (the
Existing Franchise Agreements and the New Franchise Agreements, as hereinafter
defined, shall be sometimes collectively referred to as the "Franchise
Agreements" or sometimes individually a "Franchise Agreement");
WHEREAS, Developer operates Xxxxxxxx'x Bagels commissaries, if any, at the
locations set forth on Exhibit A (the "Commissaries");
WHEREAS, the parties hereto desire to enter into this Agreement and Release
for the purpose, among other things, of amending in certain respects the
Development Agreement and the Existing Franchise Agreements, and to release
certain claims that either party has or may have against the other.
NOW, THEREFORE, in consideration of the mutual covenants and conditions
contained herein, and other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, the parties agree as follows:
1. INITIAL FRANCHISE FEES FOR NEW FRANCHISE AGREEMENTS. With respect to any
Xxxxxxxx'x Bagels franchise agreements (the "New Franchise Agreements") entered
into between Developer and Franchisor for Xxxxxxxx'x Bagels bakeries opened for
business to the public during the period commencing on the date of this
Agreement and Release and ending on December 31, 1998 (the "Initial Period"),
Franchisor shall waive the initial franchise fee that would otherwise be payable
under the New Franchise Agreements.
2. ROYALTY FEES. Notwithstanding anything to the contrary contained in
the Existing Franchise Agreements or New Franchise
Agreements, the Developer shall pay Franchisor a weekly royalty fee for the
periods and in the amounts set forth below (The term "Gross Sales" as used in
this Agreement and Release shall mean Gross Sales as defined in the Franchise
Agreements. The term "Bakery" as used in Sections 2 and 3 of this Agreement and
Release shall mean Bakery as defined in the Franchise Agreements):
(1) For the Gross Sales generated during the period commencing on the
date of this Agreement and Release and ending on March 31, 1998,
the Developer shall pay the Franchisor a weekly royalty fee in an
amount equal to two percent (2%) of the Gross Sales of each
Bakery;
(2) For the Gross Sales generated during the period commencing on
April 1, 1998, and ending on August 31, 1998, Developer shall pay
Franchisor a weekly royalty fee in an amount equal to three
percent (3%) of the Gross Sales of each Bakery;
(3) For the Gross Sales generated during the period commencing on
September 1, 1998, and ending on December 31, 1998, Developer
shall pay Franchisor a weekly royalty fee in an amount equal to
four percent (4%) of the Gross Sales of each Bakery; and
(4) For the Gross Sales generated during the period commencing on
January 1, 1999, and continuing thereafter, the Developer shall
pay the Franchisor a weekly royalty fee in the amount set forth
in the particular Existing Franchise Agreements or New Franchise
Agreements pertaining to each Bakery.
Developer and Franchisor understand, acknowledge and agree that the amount
of the weekly royalty fee paid or to be paid by Developer to Franchisor under
the Existing Franchise Agreements for Gross Sales generated during the period
prior to the date of this Agreement and Release shall remain as set forth in the
Existing Franchise Agreements and shall not be affected in any manner by this
Agreement and Release.
3. FUND CONTRIBUTIONS. Notwithstanding anything to the contrary
contained in the Existing Franchise Agreements or New Franchise Agreements:
For the Gross Sales generated during the Initial Period, Developer
shall contribute weekly to an advertising fund established by
Franchisor 0.5% of the Gross Sales of each Bakery, rather than the
2.0% set forth in the Franchise Agreements; provided, however, that
Developer shall spend an additional 1.5% of the weekly Gross Sales of
each Bakery on local advertising
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and promotion. Such expenditure for local advertising and promotion
shall be in addition to Developer's obligation under the Existing
Franchise Agreements and New Franchise Agreements to spend monthly for
local advertising and promotion two percent (2%) of the Gross Sales of
each Bakery. Within five (5) days after the end of each quarter of
each calendar year during the Initial Period, Developer shall submit
to Franchisor a certificate executed by an officer of Developer
certifying that all sums that Developer is required to spend on local
advertising and promotion under this Agreement and Release and the
Existing Franchise Agreements or New Franchise Agreements for the
quarter just then ended have been spent; such certificate to identify
the nature and the amount of each expenditure. Franchisor shall have
the right to examine and audit the books and records of Developer
pertaining to the expenditures on local advertising and promotion that
Developer is required to make under this Agreement and Release and the
Existing Franchise Agreements and New Franchise Agreements (the
"Advertising Books and Records"). Developer covenants and agrees to
retain the Advertising Books and Records pertaining to a particular
quarter for a period of one (1) year from the end of said quarter.
4. AMENDMENT TO DEVELOPMENT SCHEDULE. Section 1.3 of the Development
Agreement shall be deleted in its entirety and replaced with the following:
1.3 Developer shall develop Bakeries in accordance with the following
schedule (the "Development Schedule"):
Deadline: Minimum Cumulative Number
of Bakeries Developer Must
Have in Operation By Deadline:
--------------- ------------------------------
July 1, 1996 4
July 1, 1998 9
July 1, 1999 14
July 1, 2000 19
July 1, 2001 24
July 1, 2002 30
5. INTENTIONALLY OMITTED.
6. RELEASE.
2
(a) RELEASE OF FRANCHISOR. Developer, on behalf of itself and on
behalf of all of Developer's past, present and future parents, subsidiaries,
members, partners, managers, directors, officers, assigns, successors, agents
and legal representatives, and any of the aforementioned persons' heirs,
executors or administrators (collectively the "Developer Releasors") and
Ciatti's, Inc., a ______________ corporation ("Ciatti's"), hereby release, waive
and discharge, forever and unconditionally, Franchisor, Xxxxxxxx'x Corporation,
Quality Dining, Inc., Xxxxxxx X. Xxxx and Xxxxxxx X. Xxxxxxxx, as well as each
of their respective past, present and future parents, subsidiaries, affiliates,
shareholders, members, partners, managers, directors, officers, employees,
assigns, successors, agents, legal representatives, attorneys, insurers and
employee benefit programs (and the trustees, administrators, fiduciaries and
insurers of such programs), and any of the aforementioned persons' heirs,
executors, administrators or any other person or entity acting by, through,
with, or under any of the aforementioned persons or entities (collectively the
"Franchisor Releasees"), from any and all charges, complaints, claims,
liabilities, obligations, promises, agreements, controversies, judgments,
damages, actions, causes of action, suits, rights, demands, costs, sums of
money, losses, debts and expenses (including attorneys' fees and costs actually
incurred) of any nature whatsoever, known or unknown, vested or contingent,
suspected or unsuspected, that the Developer Releasors and/or Ciatti's now have,
ever had, or, but for this release, hereafter would or could have had against
each or any of the Franchisor Releasees, and which arose or arise, directly or
indirectly, out of any act, occurrence or omission prior to the date of this
Agreement and Release. Developer Releasors and Ciatti's covenant and agree not
to file any claim or complaint or institute or instigate any investigation,
lawsuit, arbitration proceeding, or other legal action against Franchisor
Releasees for claims released herein.
(b) RELEASE OF DEVELOPER. Franchisor, on behalf of itself and on
behalf of all of Franchisor's past, present and future parents, subsidiaries,
shareholders, members, partners, managers, directors, officers, employees,
assigns, successors, agents and legal representatives, and any of the
aforementioned persons' heirs, executors or administrators (collectively the
"Franchisor Releasors"), hereby releases, waives and discharges, forever and
unconditionally, Developer as well as each of their respective past, present and
future parents, subsidiaries, affiliates, shareholders, members, partners,
managers, directors, officers, employees, assigns, successors, agents, legal
representatives, attorneys, insurers and employee benefit programs (and the
trustees, administrators, fiduciaries and insurers of such programs), and any of
the aforementioned persons' heirs, executors, administrators or any other person
or entity acting by, through, with, or under any of the aforementioned persons
or entities (collectively the "Developer Releasees"), from any and all charges,
complaints, claims,
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liabilities, obligations, promises, agreements, controversies, judgments,
damages, actions, causes of action, suits, rights, demands, costs, sums of
money, losses, debts and expenses (including attorneys' fees and costs actually
incurred) of any nature whatsoever, known or unknown, vested or contingent,
suspected or unsuspected, that the Franchisor Releasors now have, ever had, or,
but for this release, hereafter would or could have had against each or any of
the Developer Releasees, and which arose or arise, directly or indirectly, out
of any act, occurrence or omission prior to the date of this Agreement and
Release. Franchisor Releasors covenant and agree not to file any claim or
complaint or institute or instigate any investigation, lawsuit, arbitration
proceeding, or other legal action against Developer Releasees for claims
released herein.
(c) Notwithstanding subparagraphs (a) and (b) above, nothing in this
paragraph 6 shall release, or be deemed to release, any party from (i) any
obligations or claims arising out of this Agreement and Release, (ii) any
amounts due for sales of products from the commissary operations of Franchisor,
(iii) any amounts currently due (but not past due) under the Existing Franchise
Agreements or (iv) any obligations or claims arising after the date of this
Agreement and Release under the Development Agreement, the Existing Franchise
Agreements and New Franchise Agreements or any other written agreement between
the Developer and/or the Franchisor and/or Franchisor's present and former
parents, subsidiaries and affiliates.
(d) The releasing parties under subparagraphs (a) and (b) above
represent and warrant that they have not heretofore assigned or transferred, or
purported to assign or transfer, any claim released herein to any person, firm
or other entity. If any suit, claim, demand, action or cause of action shall be
made or asserted based on, arising out of, or in connection with any such
transfer or assignment or purported transfer or assignment, the person or entity
which made or purported to make such transfer or assignment shall indemnify and
hold the other party harmless against any such suit, claim, demand, action or
cause of action, including reasonable attorneys' fees and costs incurred in
connection therewith.
(e) The parties expressly accept and assume the risk that the facts
and/or law pertaining to the claims released herein may change, or that the
facts pertaining to the claims released herein may later be found to be
different from that which is now known or believed by the parties or their
counsel to be true. This Agreement and Release shall be and remain effective
notwithstanding any such change or difference.
7. BAKERIES TO BE CLOSED. Franchisor hereby consents to Developer
closing the Bakeries listed on Exhibit B (the "Closed Bakeries"). Upon the
closure of the Closed Bakeries, Developer and Franchisor shall terminate the
Existing Franchise Agreements for the Closed Bakeries by executing a Franchise
Termination
4
Agreement in the same form and substance as Exhibit C attached hereto.
8. BAGELNET SOFTWARE SYSTEM. Upon Developer's written request therefor,
Franchisor shall cause Champlain Management Services, Inc. ("CMS") to license
Developer to use CMS's proprietary software known as the BagelNet Software
System (the "BagelNet System") for use at the Bakeries or any other Xxxxxxxx'x
Bagels bakeries developed by Developer (the "New Bakeries") pursuant to the
terms of a software license agreement(s) to be executed by Developer. The fee
for such license shall be equal to the cost to CMS, to install the BagelNet
System at Developer's Bakeries.
9. CONSULTATION SERVICES. At Developer's request, during the Initial
Period, Franchisor shall furnish personnel selected by Franchisor to consult
with Developer concerning operational issues related to the Bakeries, New
Bakeries or Commissaries. Such consultation services shall be available to
Developer upon reasonable notice to Franchisor, at reasonable times and upon the
availability of the personnel to be selected by Franchisor. All such
consultation services may be provided by telephone, in writing, or by on-site
visitation, as determined by Franchisor in its sole discretion. All such
consultation services shall be provided without charge to Developer.
10. SUCCESSORS AND ASSIGNS. This Agreement and Release shall be binding
upon and inure to the benefit of all parties and their respective agents, legal
representatives, predecessors, successors, heirs and assigns.
11. DEFAULTS UNDER FRANCHISE AGREEMENTS. Any default of Developer under
any of the Existing Franchise Agreements or New Franchise Agreements shall, upon
written notice to Developer, constitute a default of Developer under this
Agreement and Release and such default shall result in termination, as of the
date of such written notice, of Developer's rights under Sections 1,2 and 3 of
this Agreement and Release.
12. ENTIRE AGREEMENT. This Agreement and Release sets forth the entire
understanding of the parties with respect to the subject matter of this
Agreement, and may not be amended or terminated except by an instrument executed
by all parties. This Agreement and Release supersedes all prior agreements,
understandings, or representations, oral or written, between the parties
concerning the same subject matter. The parties agree and acknowledge that they
were not induced to enter into this Agreement and Release as a result of, or in
reliance upon, any agreement, understanding, or representation other than those
contained herein.
13. EXHIBITS. All exhibits referred to in this Agreement and Release are
attached hereto and incorporated herein by reference.
5
14. WAIVER. No delay or failure by any party to exercise any right
hereunder, and no partial or single exercise of any such right, shall constitute
a waiver of that or any other right, unless otherwise expressly provided herein.
15. COUNTERPARTS. This Agreement and Release may be executed in one or
more counterparts and all such counterparts so delivered and executed shall
constitute one and the same instrument.
16. APPLICABLE LAW AND DISPUTE RESOLUTION. All terms contained in the
Franchise Agreements relating to applicable law and dispute resolution shall
govern this Agreement and Release and such terms are incorporated in and made a
part of this Agreement and Release.
17. FURTHER ASSURANCE. The parties hereto agree that they shall execute,
acknowledge and deliver or cause to be executed, acknowledged and delivered, any
and all such further instruments and documents as may be necessary, expedient or
proper in order to complete any and all transactions provided for herein, and to
do any and all other acts as are reasonably requested by the other party in
order to carry out the intent and purpose of this Agreement and Release.
18. ASSIGNMENT. Neither party may assign this Agreement and Release
except in conjunction with a contemporaneous assignment of the Development
Agreement and Franchise Agreements to the same assignee, which assignment will
be subject to the applicable provisions of the Development Agreement and
Franchise Agreements.
19. NOTICES. Any notices required to be given hereunder shall be in
writing and shall be deemed given when deposited in the United States mail,
postage prepaid, via registered mail or certified mail, with return receipt
requested, addressed as follows:
If to Developer: DFW Bagels, Inc.
d/b/a Xxxxxxxx'x Bagel Bakery
0000 Xxxx 00xx Xxxxxx
Xxxxx, XX 00000-0000
If to Franchisor: Bruegger's Franchise Corporation
000 Xxxx Xxxxxx
X.X. Xxx 000
Xxxxxxxxxx, XX 00000
Attn: Xxxxx X. Xxxxxx
With a copy to: Xxxx X. Xxxx
XXXXXXX XXXX XXXX & XXXXXXX P.C.
000 Xxxxx Xxxxxxxx Xxxxxx
P.O. Box 66
6
Xxxxxxxxxx, XX 00000
or to such other person or address as the parties entitled to receive notice
shall have specified by written notice to the other party given in accordance
with the provisions of this Section.
20. SEVERABILITY. If any one or more of the provisions of this Agreement
and Release shall be held invalid, illegal, or unenforceable in any respect,
such provision shall not effect any other provision of this Agreement, and each
provision of this Agreement and Release shall be enforced to the full extent
permitted by laws.
21. CONFIDENTIALITY. Except as required to be disclosed by law or a
governmental agency, the parties shall keep confidential the existence of this
Agreement and Release and the provisions described herein.
22. HEADINGS. The Section headings contained in this Agreement and
Release are for reference purposes only and will not affect in any way the
meaning or interpretation of this Agreement and Release.
23. STATUS OF DEVELOPMENT AGREEMENT AND EXISTING FRANCHISE AGREEMENTS.
All of the terms and conditions of the Development Agreement and the Existing
Franchise Agreements shall continue in full force and effect except as expressly
modified by this Agreement and Release. In the event of any inconsistency or
conflict between the provisions of this Agreement and Release and the provisions
contained in the Development Agreement and Existing Franchise Agreements, the
provisions of this Agreement and Release shall control in all respects.
24. ADVICE OF COUNSEL; VOLUNTARY ACCEPTANCE. The parties represent and
acknowledge that in negotiating this Agreement and Release they have either
received advice from counsel of their choosing or have been advised by the other
party hereto to seek such counsel and that they have read all of the terms of,
and that they fully understand and voluntarily accept the terms of, this
Agreement and Release.
IN WITNESS WHEREOF, the parties have executed this Agreement and Release as
of the day, month and year first above written.
BRUEGGER'S FRANCHISE CORPORATION
By:
-----------------------------
Duly Authorized Agent
DFW BAGELS, INC. d/b/a Xxxxxxxx'x
Bagel Bakery
7
By:
----------------------------------
Duly Authorized Agent
CIATTI'S, INC.
By:
----------------------------------
Duly Authorized Agent
8
EXHIBIT A
FRANCHISE AGREEMENTS AND BAKERY AND COMMISSARY LOCATIONS
FRANCHISE AGREEMENTS AND BAKERY LOCATIONS.
1. Franchise Agreement dated ___________, 199_, by and between Bruegger's
Franchise Corporation and Big D Bagels, Inc. (now known as DFW Bagels, Inc.),
for a Xxxxxxxx'x Bagels bakery located at Lancer's Square Shopping Center, 0000
Xxxxxxxxxxxx Xxxx, Xxxxx 000, Xxxxx, XX 00000-0000.
2. Franchise Agreement dated ___________, 199_, by and between Bruegger's
Franchise Corporation and Big D Bagels, Inc. (now known as DFW Bagels, Inc.),
for a Xxxxxxxx'x Bagels bakery located at 0000 Xxxxxxx Xxxx, #X, Xxxxx, XX
00000-0000.
3. Franchise Agreement dated ___________, 199_, by and between Bruegger's
Franchise Corporation and Big D Bagels, Inc. (now known as DFW Bagels, Inc.),
for a Xxxxxxxx'x Bagels bakery located at Preston Center, 0000 Xxxx Xxxxxxxxx
Xxxxxxx, Xxxxxx, XX 00000.
4. Franchise Agreement dated ___________, 199_, by and between Bruegger's
Franchise Corporation and Big D Bagels, Inc. (now known as DFW Bagels, Inc.),
for a Xxxxxxxx'x Bagels bakery located at 0000 Xxxx Xxxxx Xxxxxxxxx, Xxxx Xxxxx,
XX 00000.
5. Franchise Agreement dated ___________, 199_, by and between Bruegger's
Franchise Corporation and Big D Bagels, Inc. (now known as DFW Bagels, Inc.),
for a Xxxxxxxx'x Bagels bakery located at Xxxxxxx Xxxxxxxx Center, 00000 Xxxxxxx
Xxxx # 000, Xxxxxx, XX 00000.
6. Franchise Agreement dated ___________, 199_, by and between Bruegger's
Franchise Corporation and Big D Bagels, Inc. (now known as DFW Bagels, Inc.),
for a Xxxxxxxx'x Bagels bakery located at 0000 Xxxxx XxxXxxxxx Xxxxxxxxx,
Xxxxxx, XX 00000.
7. Franchise Agreement dated ___________, 199_, by and between Bruegger's
Franchise Corporation and Big D Bagels, Inc. (now known as DFW Bagels, Inc.),
for a Xxxxxxxx'x Bagels bakery located at 0000 X Xxxxx Xxxxx Xxxxxx, Xxxxxx
Xxxxx, Xxxx Xxxxx, XX 00000.
8. Franchise Agreement dated ___________, 199_, by and between Bruegger's
Franchise Corporation and Big D Bagels, Inc. (now known as DFW Bagels, Inc.),
for a Xxxxxxxx'x Bagels bakery located at 0000 Xxxxxxxxx Xxxxxx, Xxxxxxxxxx
Xxxx, XX 00000.
COMMISSARIES.
9
None
10
EXHIBIT B
BAKERIES TO BE CLOSED
1. Bakery located at 0000 Xxxxx XxxXxxxxx Xxxxxxxxx, Xxxxxx, XX 00000.
11
EXHIBIT C
FRANCHISE TERMINATION AGREEMENT
THIS FRANCHISE TERMINATION AGREEMENT ("Agreement") is entered into this __
day of November, 1997, by and among BRUEGGER'S FRANCHISE CORPORATION, a
Delaware corporation ("Franchisor"), and DFW BAGELS, INC., formerly known as Big
D Bagels, Inc., a Minnesota corporation, d/b/a Xxxxxxxx'x Bagel Bakery ("DFW").
RECITALS
WHEREAS, Franchisor and DFW entered into that certain Bruegger's Fresh
Bagel Bakery Shareholder Franchise Agreement (the "Franchise Agreement") for a
Xxxxxxxx'x Bagels bakery at the location set forth on Exhibit A (the "Franchise
Location").
WHEREAS, DFW desires to close the Franchise Location and terminate the
obligations provided in the Franchise Agreement.
WHEREAS, Franchisor is willing to allow a termination of certain
obligations under the Franchise Agreement on the terms and conditions set forth
herein.
NOW, THEREFORE, in consideration of the foregoing premises, the covenants
set forth below and other good and valuable consideration, the parties hereby
agree as follows:
1. TERMINATION OF THE FRANCHISE AGREEMENT. Subject to the satisfaction
of the conditions set forth in Section 2 of this Agreement, the Franchise
Agreement shall be terminated effective as of date of the closing of the
Franchise Location and shall be of no further force and effect, except with
respect to provisions or covenants of DFW and its employees, officers,
directors, shareholders and agents that, by their terms, were intended, either
expressly or by reasonable implication, to survive termination of the Franchise
Agreement. The closing of the Franchise Location shall occur on ______________,
1997 (the "Date of Closure").
2. CONDITIONS PRECEDENT TO THIS AGREEMENT. The obligations and
agreements of the parties hereto are contingent upon Franchisor having received,
on or before the Date of Closure, all royalties and advertising fund
contributions based upon Gross Sales, as defined in the Franchise Agreement,
that are due and owing from DFW through the date of termination of the Franchise
Agreement for the Franchise Location.
3. RELEASE. DFW does for itself and its successors and assigns hereby
release and forever discharge Franchisor and its officers, directors,
shareholders, employees and agents and the heirs, successors and assigns of
each, of and from any and all causes of action, claims and demands of every kind
and
12
description, including, but not limited to, claims that DFW or its successors or
assigns, has had, now has or may hereafter have related in any way to the
Franchise Location or Franchise Agreement.
4. SUCCESSORS AND ASSIGNS. This Agreement shall be binding upon and
inure to the benefit of all parties and their respective legal representatives,
successors, and assigns.
5. ENTIRE AGREEMENT. This Agreement sets forth the entire understanding
of the parties with respect to termination of the Franchise Agreement. It may
not be amended or terminated except by an instrument executed by all parties.
7. EXHIBITS. All exhibits referred to in this Agreement are attached
hereto and incorporated herein by reference.
8. WAIVER. No delay or failure by any party to exercise any right
hereunder, and no partial or single exercise of any such right, shall constitute
a waiver of that or any other right, unless otherwise expressly provided herein.
9. COUNTERPARTS. This Agreement may be executed in one or more
counterparts and all such counterparts so delivered and executed shall
constitute one and the same instrument.
10. GOVERNING LAW. This Agreement shall be governed by the laws of the
State of Vermont. Any action brought to interpret construe or enforce this
Agreement shall be brought in the Superior Court of the State of Vermont, County
of Xxxxxxxxxx, or the United States District Court for the District of Vermont,
which fora shall be the exclusive venues for any such controversy or action.
Each party hereto consents to the jurisdiction of such courts.
11. FURTHER ASSURANCE. The parties hereto agree that they shall execute,
acknowledge and deliver or cause to be executed, acknowledged and delivered, any
and all such further instruments and documents as may be necessary, expedient or
proper in order to complete any and all transactions provided for herein, and to
do any and all other acts as are reasonably requested by the other party in
order to carry out the intent and purpose of this Agreement.
13
IN WITNESS WHEREOF, the parties have executed this Agreement as of the day,
month and year first above written.
BRUEGGER'S FRANCHISE CORPORATION
By: ___________________________
Duly Authorized Agent
DFW BAGELS, INC. d/b/a
Xxxxxxxx'x Bagel Bakery
By: ___________________________
Duly Authorized Agent
STATE OF VERMONT
COUNTY OF XXXXXXXXXX, XX.
At Burlington, this ___ day of ________, 1997, personally appeared
____________________, duly authorized agent of BRUEGGER'S FRANCHISE CORPORATION,
and he/she acknowledged the foregoing instrument by him/her sealed and
subscribed to be his/her free act and deed and the free act and deed of
BRUEGGER'S FRANCHISE CORPORATION.
Before me,
My commission expires: -------------------------
Notary Public
----------------------
STATE OF __________________
COUNTY OF ________________, SS.
At ________________, this ___ day of _____________, 1997, personally
appeared ____________________, duly authorized agent of DFW BAGELS, INC. d/b/a
Xxxxxxxx'x Bagel Bakery, and he/she acknowledged the foregoing instrument by
him/her sealed and subscribed to be his/her free act and deed and the free act
and deed of DFW BAGELS, INC.
Before me,
My commission expires: -------------------------
Notary Public
----------------------
14
EXHIBIT A
Franchise Termination Agreement
DFW Bagels, Inc.
1. Franchise Agreement dated ___________, 199_, by and between Bruegger's
Franchise Corporation and Big D Bagels, Inc. (now known as DFW Bagels, Inc.) for
a Xxxxxxxx'x Bagels bakery located at 0000 Xxxxx XxxXxxxxx Xxxxxxxxx, Xxxxxx, XX
00000.
15
