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1. Parties: Identification of the Franchisor and Franchisee, including complete legal names and addresses
2. Background: Context of the agreement, description of the franchise system, and business concept
3. Definitions: Comprehensive definitions of terms used throughout the agreement
4. Grant of Franchise: Scope of franchise rights, territory, and exclusivity provisions
5. Term and Renewal: Duration of the agreement and conditions for renewal
6. Franchise Fees and Payments: Initial fees, ongoing royalties, and other financial obligations
7. Intellectual Property Rights: Usage rights for trademarks, patents, copyright materials, and trade secrets
8. Training and Support: Franchisor's obligations for initial and ongoing training and operational support
9. Operating Standards: Required operational procedures, quality standards, and compliance requirements
10. Marketing and Advertising: Marketing obligations, advertising fees, and promotional requirements
11. Reporting and Audit Rights: Financial reporting requirements and franchisor's audit rights
12. Insurance and Indemnification: Required insurance coverage and mutual indemnification provisions
13. Default and Termination: Events of default, cure periods, and termination procedures
14. Post-Termination Obligations: Obligations and restrictions after agreement termination
15. Confidentiality: Protection of confidential information and trade secrets
16. Assignment and Transfer: Conditions for transfer of franchise rights or business ownership
17. Dispute Resolution: Procedures for resolving disputes, including mediation and arbitration
18. Governing Law: Application of Philippine law and jurisdiction
1. E-commerce Rights: Used when the franchise includes online sales or digital platforms
2. Development Schedule: Include when the agreement involves multiple unit development rights
3. Environmental Compliance: Required for businesses with significant environmental impact
4. Data Protection: Needed when the business involves significant customer data handling
5. Import/Export Provisions: Include when the franchise involves international trade
6. Halal Certification: Required for food businesses seeking to maintain Halal certification
7. Force Majeure: Detailed provisions for unforeseen circumstances affecting operations
8. Employee Transfer: Include when existing employees may transfer between franchise locations
1. Schedule 1 - Operations Manual Table of Contents: List of contents of the confidential operations manual
2. Schedule 2 - Initial Investment and Fees: Detailed breakdown of all initial investments and ongoing fees
3. Schedule 3 - Approved Suppliers: List of approved suppliers and purchasing requirements
4. Schedule 4 - Training Program: Detailed description of initial and ongoing training programs
5. Schedule 5 - Territory Map: Detailed description and map of the granted territory
6. Schedule 6 - Brand Standards: Specifications for use of trademarks, logos, and brand elements
7. Schedule 7 - Required Equipment and Inventory: List of required equipment, fixtures, and initial inventory
8. Schedule 8 - Form of Confidentiality Agreement: Standard form for employee confidentiality agreements
9. Schedule 9 - Insurance Requirements: Detailed insurance coverage requirements and limits
10. Schedule 10 - Financial Reporting Forms: Standard forms for required financial reporting
11. Appendix A - Philippine Regulatory Compliance: Specific requirements for compliance with Philippine regulations
12. Appendix B - Local Operating Requirements: Location-specific requirements and regulations
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