EXHIBIT 10.29
FRANCHISE AGREEMENT
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EL POLLO LOCO® FRANCHISE AGREEMENT
Dated: ____________________
Location:
Franchisee:
Franchisee Notice Address:
Franchisee Notice Facsimile Number:
Disclosure Document Control No. 033109v.2
Page 1 of 124
EL POLLO LOCO® FRANCHISE AGREEMENT
INDEX
Section
Page
1.
SCOPE AND PURPOSE OF AGREEMENT
4
2.
THE EL POLLO LOCO® MARKS AND SYSTEM
5
3.
TERM
7
4.
SITE DEVELOPMENT
7
5.
IMPROVEMENTS, FIXTURES AND EQUIPMENT
10
6.
FEES, TAXES AND OTHER CHARGES
13
7.
FINANCIAL REPORTING, BILLING AND PAYMENT
14
8.
REGIONAL ADVERTISING AND MARKETING
18
9.
INSURANCE AND INDEMNIFICATION
21
10.
VENDING MACHINES
23
11.
COMPLIANCE WITH MANUAL AND WITH SYSTEM STANDARDS
23
12.
RESTAURANT MAINTENANCE AND REPAIR
26
13.
HOURS OF OPERATION
27
14.
PERSONNEL STANDARDS
27
15.
INSPECTIONS
28
16.
TRAINING
29
17.
ASSIGNMENT
31
18.
DEFAULT AND TERMINATION
38
19.
RIGHTS AND OBLIGATIONS UPON TERMINATION
41
20.
RIGHTS TO A SUCCESSOR FRANCHISE
43
21.
PROPRIETARY RIGHTS AND UNFAIR COMPETITION
44
22.
RESOLUTION OF DEVELOPMENT DISPUTES
49
23.
MISCELLANEOUS PROVISIONS
50
24.
INTERFERENCE WITH EMPLOYMENT RELATIONS
55
24.
EFFECTIVE DATE
55
25.
ACKNOWLEDGMENTS
55
26.
SIGNATURES
55
Page 2 of 124
EXHIBITS & SCHEDULES TO FRANCHISE AGREEMENT
EXHIBIT 1:
PROCEDURES FOR RESOLVING DISPUTES RELATING TO THE DEVELOPMENT OF NEW RESTAURANTS
EXHIBIT 2:
MEMORANDUM OF OPENING DATE
EXHIBIT 3:
PERSONAL GUARANTEE
EXHIBIT 4:
INVESTOR COVENANTS REGARDING CONFIDENTIALITY AND NON-COMPETITION (FRANCHISEE)
EXHIBIT 5:
AUTHORIZATION FOR PREARRANGED PAYMENTS (DIRECT DEBITS)
EXHIBIT 6:
ADVERTISING ASSOCIATION DOCUMENTS
EXHIBIT 7:
FINANCIAL REPORTING FORM
EXHIBIT 8:
EL POLLO LOCO® IT SUPPORT SERVICES AGREEMENT
EXHIBIT 9:
GENERAL RELEASE
EXHIBIT 10:
CONSENT TO ASSIGNMENT OF FRANCHISE RIGHTS
SCHEDULE 1:
STATEMENT OF OWNERSHIP OF FRANCHISEE
Page 3 of 124
EXHIBIT 10.29
EL POLLO LOCO®
FRANCHISE AGREEMENT
This Franchise Agreement ("Agreement"), dated for identification purposes only
as of
, 200__, is made and entered into by and between EL POLLO LOCO, INC., a
Delaware corporation (the "Franchisor"), and
("Franchisee").
A.
The Franchisor operates and franchises others to operate a number
of retail outlets for the sale of flame-broiled food items and related products,
in connection with the "El Pollo Loco" name and the Franchisor's distinctive
plan of food service operation.
B.
Franchisee desires to operate a restaurant under the Franchisor's
name and to utilize the Franchisor's plan of food service operation, all in
accordance with the terms, covenants and conditions of this Agreement.
C.
Franchisee understands that the success of the business
contemplated by this Agreement is subject to substantial risks and depends in
large part on the business ability of Franchisee and its active participation in
the development and management of the franchise business.
1.
SCOPE AND PURPOSE OF AGREEMENT
1.1
Franchisee desires to operate and manage an "El Pollo Loco"
restaurant to be located at ___________________________________ City of
,
County of ___________, State of
(the "Location").
The Franchisor owns certain
proprietary and other property rights and interests in and to the "El Pollo
Loco" trademark and service mark, and such other trademarks, service marks, logo
types, insignias, trade dress designs and commercial