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1. Parties: Identification of the Franchisor and Franchisee, including full legal names and registered addresses
2. Background: Brief overview of the original franchise agreement, its date, and the context for termination
3. Definitions: Definitions of key terms used in the termination agreement, including references to defined terms in the original franchise agreement
4. Termination: Clear statement of termination, effective date, and basis for termination
5. Mutual Release: Release of claims and obligations between parties, subject to exceptions specified in the agreement
6. Payment Obligations: Settlement of outstanding financial obligations, including any termination payments or final accounts
7. Intellectual Property Rights: Cessation of IP usage, including trademarks, trade names, and system know-how
8. Confidentiality Obligations: Ongoing obligations regarding confidential information and trade secrets
9. De-Identification: Requirements for removing franchise branding and identity from premises and materials
10. Return of Materials: Process for returning franchise materials, manuals, and other proprietary items
11. Post-Termination Restrictions: Non-compete and non-solicitation provisions that survive termination
12. Governing Law and Jurisdiction: Confirmation of Irish law as governing law and jurisdiction for disputes
1. Transfer of Employees: Include when there are employees who may be affected by the termination
2. Assignment of Leases: Include when there are property leases that need to be addressed
3. Customer Transfer: Include when there are specific arrangements needed for handling existing customers
4. Stock Purchase: Include when there is remaining stock or inventory to be purchased by either party
5. Equipment Transfer: Include when there is equipment owned by either party that needs to be transferred or purchased
6. Transition Services: Include when temporary transition services are required post-termination
7. Data Protection: Include when there are specific GDPR compliance requirements to address
8. Tax Provisions: Include when there are specific tax implications that need to be addressed
1. Schedule 1 - Financial Settlement: Detailed breakdown of all financial settlements, including outstanding payments and termination fees
2. Schedule 2 - Intellectual Property: List of all intellectual property items to be ceased/returned, including trademarks and trade names
3. Schedule 3 - Assets and Equipment: Inventory of physical assets and equipment to be returned or transferred
4. Schedule 4 - Customer List: List of customers and agreed handling procedures
5. Schedule 5 - Premises Details: Details of premises and de-identification requirements
6. Schedule 6 - Handover Timeline: Detailed timeline for implementing all termination activities
7. Schedule 7 - Ongoing Obligations: Summary of surviving obligations and restrictions post-termination
Original Franchise Agreement
Effective Date
Termination Date
Franchisor
Franchisee
Franchise System
Franchise Location
Intellectual Property Rights
Trademarks
Trade Names
Confidential Information
Trade Secrets
Know-How
Territory
Business
Premises
Customer Database
Proprietary Materials
Operations Manual
De-identification
Restricted Business
Restricted Period
Surviving Obligations
Termination Payment
Final Accounts
Outstanding Amounts
Settlement Sum
Transition Period
Handover Process
System Know-How
Brand Standards
Franchise Products
Franchise Services
Corporate Image
Competitive Business
Business Records
Intellectual Property License
Guarantor
Related Parties
Group Company
Working Day
Force Majeure Event
Dispute
Data Protection Laws
Personal Data
Permitted Use
Restricted Information
Exit Obligations
Termination
Mutual Release
Financial Settlement
Payment Obligations
Intellectual Property Rights
Confidentiality
Non-Competition
Non-Solicitation
De-Identification Requirements
Return of Property
Data Protection
Customer Transfer
Employee Matters
Stock and Inventory
Asset Transfer
Premises
Transition Services
Post-Termination Obligations
Further Assurance
Waiver
Severability
Entire Agreement
Assignment
Third Party Rights
Notices
Force Majeure
Governing Law
Jurisdiction
Dispute Resolution
Indemnification
Survival
Amendments
Costs
Time of Essence
Retail
Food and Beverage
Hospitality
Automotive
Real Estate
Education and Training
Health and Fitness
Professional Services
Technology and Software
Fashion and Apparel
Home Services
Entertainment
Transportation and Logistics
Legal
Operations
Finance
Compliance
Risk Management
Commercial
Business Development
Brand Management
Property Management
Human Resources
Chief Executive Officer
Managing Director
Franchise Operations Director
Legal Counsel
Commercial Director
Business Development Manager
Operations Manager
Franchise Manager
Compliance Officer
Risk Manager
Finance Director
Brand Manager
Property Manager
Human Resources Director
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