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1. Parties: Full legal identification of the franchisor and franchisee
2. Background: Context of the original franchise agreement, its date, and brief description of the circumstances leading to termination
3. Definitions: Key terms used in the agreement, including those from the original franchise agreement that remain relevant
4. Termination: Clear statement of termination, effective date, and grounds for termination
5. Mutual Release: Release of parties from ongoing obligations under the original franchise agreement, subject to specified exceptions
6. Post-Termination Obligations: Specific duties of the franchisee including cessation of trademark use, de-identification, return of materials
7. Intellectual Property: Provisions regarding immediate cessation of IP use and return of proprietary materials
8. Confidentiality: Ongoing obligations regarding confidential information and trade secrets
9. Payment Obligations: Settlement of outstanding fees, royalties, and other financial obligations
10. Representations and Warranties: Statements by both parties regarding their authority to enter into the termination agreement
11. Governing Law and Jurisdiction: Confirmation of South African law as governing law and jurisdiction for disputes
12. General Provisions: Standard clauses including entire agreement, amendments, notices, and severability
1. Transfer of Employees: Include when employees are being transferred between parties or when specific arrangements need to be made for employees
2. Assignment of Lease: Include when premises are leased and arrangements need to be made regarding the lease assignment or termination
3. Purchase of Inventory: Include when there are arrangements for the franchisor to purchase remaining inventory from the franchisee
4. Non-Compete Provisions: Include when specific post-termination competitive restrictions are being imposed
5. Customer Transfer: Include when specific arrangements are needed for the transfer or handling of customer relationships
6. Survival of Claims: Include when certain claims or rights need to survive the termination
7. Transition Assistance: Include when the franchisor will provide specific assistance during the transition period
1. Schedule 1: Inventory List: Detailed list of inventory to be purchased or disposed of
2. Schedule 2: Settlement Statement: Detailed breakdown of all financial settlements between parties
3. Schedule 3: Termination Timeline: Specific dates and deadlines for various termination obligations
4. Schedule 4: Premises Details: Details of premises and arrangements for handover or reassignment
5. Schedule 5: Employee Information: List of affected employees and arrangements for their transfer or termination
6. Appendix A: De-identification Requirements: Specific requirements for removing franchise branding and identifiers
7. Appendix B: Confidential Materials: List of confidential materials to be returned or destroyed
Effective Date
Original Franchise Agreement
Confidential Information
De-identification
Franchise System
Intellectual Property Rights
Licensed Marks
Premises
Proprietary Information
Settlement Amount
Termination Date
Transition Period
Territory
Trade Secrets
Operations Manual
Customer Database
Franchise Products
Franchise Services
Outstanding Obligations
Post-Termination Obligations
Release
Remaining Inventory
Business Day
Applicable Laws
Parties
Franchisor
Franchisee
Brand Standards
Competitive Business
Confidentiality Obligations
Surviving Provisions
Termination Notice
Transfer
Working Days
Intellectual Property
Confidentiality
Non-Compete
Release and Waiver
Payment and Settlement
Post-Termination Obligations
De-identification
Assignment
Dispute Resolution
Governing Law
Indemnification
Force Majeure
Notices
Severability
Entire Agreement
Amendment
Survival
Representations and Warranties
Data Protection
Employee Matters
Property Rights
Customer Transfer
Inventory Disposal
Transition Assistance
Compliance with Laws
Mutual Release
Acknowledgment
Further Assurance
Costs and Expenses
Retail
Food and Beverage
Hospitality
Automotive
Education and Training
Health and Fitness
Personal Services
Business Services
Real Estate
Technology and Software
Manufacturing
Distribution
Legal
Operations
Finance
Compliance
Commercial
Brand Management
Human Resources
Property Management
Business Development
Risk Management
Legal Counsel
Franchise Development Manager
Business Development Director
Operations Manager
Commercial Director
Chief Executive Officer
Chief Financial Officer
Compliance Officer
Brand Manager
Property Manager
Human Resources Director
Regional Manager
Contract Administrator
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