Buffalo Wild Wings 2005 Annual Report Download - page 104

additional insured (as noted in (ix) above) and provide that we will
be given 30 days' prior written notice of material change in or
termination or cancellation of the policy. We also may request
copies of all policies. We may from time to time modify the required
minimum limits (including a significant increase to the umbrella
policy referenced in (viii) above) and require additional insurance
coverages, by providing written notice to you, as conditions
require, to reflect changes in relevant circumstances, industry
standards, experiences in the BUFFALO WILD WINGS system, standards
of liability and higher damage awards. If you do not procure and
maintain the insurance coverage required by this Agreement
(including any modifications referenced in the preceding sentence),
we have the right, but not the obligation, to procure insurance
coverage and to charge same to you, together with a reasonable fee
for the expenses we incur in doing so, payable by you immediately
upon notice.
D. Noncompete Covenants. You agree that you will receive valuable
training and Confidential Information that you otherwise would not
receive or have access to but for the rights licensed to you under
this Agreement. You therefore agree to the following noncompetition
covenants:
1. Unless otherwise specified, the term "you" as used in
this subparagraph 10.D includes, collectively and
individually, your Control Person, all Principal Owners,
guarantors, officers, directors, members, managers,
partners, as the case may be, and holders of any
ownership interest in you. We may require you to obtain
from your Control Person and other individuals
identified in the preceding sentence a signed
non−compete agreement in a form satisfactory to us that
contains the non−compete provisions of this subparagraph
10.D.
2. You covenant that during the term of this Agreement
you will not, either directly or indirectly, for
yourself, or through, on behalf of, or in conjunction
with any person or entity, own, manage, operate,
maintain, engage in, consult with or have any interest
in any restaurant or food business other than one
authorized by this Agreement or any other agreement
between us and you, except if, at the Effective Date of
this Agreement, you operate or hold an interest in a
restaurant or food business other than a casual or fast
casual restaurant. Under no circumstances may you be a
member of a franchisee advisory council, committee,
board or other similar group for a restaurant or food
business, unless you receive our prior written approval.
3. You covenant that you will not, for a period of 2
years after the expiration or termination of this
Agreement, regardless of the cause of termination, or
within 2 years of the sale of the Restaurant or any
interest in you, either directly or indirectly, for
yourself, or through, on behalf of, or in conjunction
with any person or entity, own, manage, operate,
maintain, engage in, consult with or have any interest
in (i) a casual or fast casual restaurant that sells or
offers to dispense prepared food products the same as or
similar to the type sold in BUFFALO WILD WINGS
restaurants; (ii) a video entertainment oriented, casual
or fast casual restaurant or bar business; or (iii) any
business establishment that sells or offers to dispense
prepared chicken wings or legs:
a. At the premises of the former Restaurant;
b. Within a 5−mile radius of the former
Restaurant; or
c. Within a 5−mile radius of the location of
any other business or restaurant using the
BUFFALO WILD WINGS System, whether
franchised or owned by us or our affiliates.
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