Can you provide details about the 8 units that closed in 2022 and the 8 units that ceased operations that same year—were these voluntary closures, and what were the primary reasons (financial performance, ownership changes, market conditions)?
#1
The technology fee of $997 monthly is nearly double the typical range for fast casual restaurants ($200-$500)—what specific services, software, and systems are included in this fee, and are there opportunities to reduce this cost?
#2
Your royalty rate of 4.0% is below the typical 5.0-6.0% range—can you explain the rationale for this lower rate and whether it remains competitive if the franchisor offers reduced support or technology services compared to peers?
#3
Given the ad fund rate of 1.0% is below the typical 1.5-3.0% range, how is the national marketing fund allocated, and do franchisees have visibility into how their contributions are spent?
#4
Can you clarify the relationship between the lower ad fund rate (1.0%) and royalty rate (4.0%) versus the significantly higher technology fee ($997/month)—does the technology fee compensate for reduced traditional support?
#5
Your system reports zero litigation cases and zero terminations over the review period—is this representative of the franchise's actual legal history, or are there specific dispute resolution mechanisms (arbitration, mediation) that keep cases out of court?
#6
The franchise agreement specifies 11 termination causes, which is notably fewer than the typical 15-23—which major causes of termination found in comparable franchises are excluded from your agreement, and why?
#7
Can you provide detail on the 2 closures that occurred in 2023 after the larger 2022 closure event—were these units with specific issues, or part of a broader trend that has since stabilized?
#8
Your sales data shows strong performance (median $1.92M, average $2.05M), but what percentage of reporting units fell in each quartile, and are there specific operational or location characteristics that distinguish top performers from bottom quartile units?
#9
The personal guarantee and unlimited liability requirement mentioned in the liability clause requires all owners to guarantee obligations—are there circumstances under which the franchisor would waive or limit personal guarantees, or is this non-negotiable?
#10
Can you explain the non-compete restriction of 2 years and 5 miles—has this been enforced, and what specific activities are prohibited during the non-compete period (operating another restaurant, restaurant ownership, consulting, supply chain roles)?
#11
Your total potential term of 30 years (10-year initial plus 4 x 5-year renewals) exceeds typical ranges—what happens if a franchisee wants to exit before the end of the initial 10-year term, and what are the financial consequences?
#12
The 5-day cure period for monetary defaults is relatively short—in practice, what constitutes a monetary default, and have franchisees successfully cured defaults within this timeframe, or are defaults typically moved to immediate termination?
#13
Can you provide examples of the 9 types of non-curable defaults in your franchise agreement, and how does the franchisor determine whether a default is curable versus non-curable?
#14
What are the renewal fee ($5,000) and renewal process timelines—do franchisees need to notify the franchisor of renewal intent, and can renewal be denied if the franchisee is performing adequately but not to the franchisor's strategic standards?
#15
The transfer fee of $17,500 is substantial—does this fee apply to all transfers (ownership changes, entity restructuring), and are there circumstances that would exempt franchisees from this fee?
#16
Given the strong financial performance of your system, what is the average franchisee profit margin after accounting for all fees, and are these figures disclosed in your Item 19 financial performance representations?
#17
Can you clarify the exclusive territory protection—if a franchisee underperforms, does the franchisor reserve the right to open a company-operated or other franchisee-operated unit within their exclusive territory?
#18
The system grew from 93 to 100 units (7.5%) in the past year—is the growth organic (existing franchisees opening multi-units) or from new franchisee recruitment, and what is your target growth rate for the next 3 years?
#19