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1. Parties: Identification of the franchisor, franchisee (as sub-franchisor), and sub-franchisee
2. Background: Context of the agreement, including reference to the master franchise agreement and the sub-franchising structure
3. Definitions: Comprehensive definitions of terms used throughout the agreement
4. Grant of Sub-Franchise: Specific rights granted to the sub-franchisee, including territorial rights and limitations
5. Term and Renewal: Duration of the agreement and conditions for renewal
6. Fees and Payments: Initial fees, ongoing royalties, and other financial obligations
7. Training and Support: Training requirements and ongoing support provisions
8. Intellectual Property: Use of trademarks, copyrights, and other intellectual property
9. Operations and Standards: Operating procedures, quality standards, and compliance requirements
10. Marketing and Advertising: Marketing obligations, advertising fees, and promotional requirements
11. Records and Reporting: Financial reporting requirements and record-keeping obligations
12. Transfer and Assignment: Conditions and restrictions on transfer of the sub-franchise
13. Termination: Grounds for termination and procedures
14. Post-Termination Obligations: Obligations and restrictions after agreement ends
15. Confidentiality: Protection of confidential information and trade secrets
16. Non-Competition: Restrictions on competitive activities
17. Dispute Resolution: Procedures for resolving disputes
18. General Provisions: Standard legal provisions including notices, governing law, etc.
1. Development Schedule: Used when the sub-franchisee has obligations to develop multiple units within a specific timeframe
2. E-Commerce Rights: Include when online sales are relevant to the business model
3. Equipment and Inventory Requirements: Detailed section needed for businesses with specific equipment or inventory needs
4. Multi-Unit Rights: Include when granting rights to operate multiple units
5. International Operations: Required for cross-border operations or international territories
6. Social Media Policy: Include for businesses with significant social media presence requirements
7. Crisis Management: Important for food service or high-risk businesses
8. Environmental Compliance: Required for businesses with significant environmental impact
1. Schedule A - Territory Description: Detailed description of the granted territory
2. Schedule B - Initial Fees and Ongoing Payments: Comprehensive breakdown of all financial obligations
3. Schedule C - Operating Manual Table of Contents: Overview of the operating manual contents
4. Schedule D - Approved Suppliers: List of approved suppliers and products
5. Schedule E - Initial Training Program: Details of required initial training
6. Schedule F - Intellectual Property: List of trademarks, copyrights, and other IP
7. Schedule G - Form of Confidentiality Agreement: Standard confidentiality agreement for employees
8. Schedule H - Required Equipment and Inventory: Specifications for required equipment and inventory
9. Schedule I - Reporting Forms: Standard forms for required reporting
10. Appendix 1 - Personal Guaranty: Form of personal guarantee required from sub-franchisee principals
11. Appendix 2 - Disclosure Document Receipt: Acknowledgment of receipt of franchise disclosure document
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