Buffalo Wild Wings 2005 Annual Report Download - page 86

cooked or prepared to be served to the end user or customer for consumption at
the retail location (unless sold at the limited seating facilities referenced in
subparagraph (i) of the paragraph above). For example, chicken wings cooked and
served to customers at a grocery store or convenience store would be a
Prohibited Item, but the sale of frozen or pre−packaged chicken wings at a
grocery store or convenience store would be a permitted form of distribution in
the Designated Area.
You acknowledge and agree that certain locations within and outside
the Designated Area are by their nature unique and separate in character from
sites generally developed as BUFFALO WILD WINGS restaurants. As a result, you
agree that the following locations ("Special Sites") are excluded from the
Designated Area and we have the right, subject to our then−current Special Sites
Impact Policy, to develop or franchise such locations: (1) military bases; (2)
public transportation facilities; (3) sports facilities, including race tracks;
(4) student unions or other similar buildings on college or university campuses;
(5) amusement and theme parks; and (6) community and special events.
In addition, you acknowledge and agree that, subject to your right
of first refusal as set forth below, we and our affiliates have the right to
operate or franchise within and outside the Designated Area one or more
facilities selling, for dine in or take out, all or some of the Menu Items,
using the Trademarks or any other trademarks, service marks or trade names,
without compensation to any franchisee, provided, however, that such facilities
shall not have an interior area larger than 2,400 square feet and shall not have
seating capacity for more than 48 people ("Limited Seating Facilities"). If we
develop a model for a Limited Seating Facility and determine that your
Designated Territory is an appropriate market for such a facility, we will
provide to you a written offer ("Offer") specifying the terms and conditions for
your development of the Limited Seating Facility. You will have 90 days
following your receipt of the Offer to accept the Offer by delivering written
notice to us of your acceptance, provided that you are not in default under this
Agreement or any other Agreement with us or our affiliates. If you do not
provide written notice to us within the time period or if you are in default
under this Agreement or any other agreement with us or our affiliates, you will
lose the right to develop the Limited Seating Facility and we may develop or
franchise others to develop the Limited Seating Facility within your Designated
Area. You acknowledge and agree that if you accept the Offer, we may require you
to submit a full application, pay an initial fee and sign a new form of
franchise agreement.
E. Catering and Delivery. You may not engage in catering and
delivery services and activities within or outside of the Designated
Area, unless we authorize you in writing, as further described in
subparagraph 6.L. We and our affiliate companies will not engage in
catering and delivery services and activities in the Designated
Area; however, we have no obligation to enforce similar covenants
against any other franchisee.
TRADEMARK STANDARDS AND REQUIREMENTS
3. You acknowledge and agree that the Trademarks are our parent
company's property and it has licensed the use of the Trademarks to us with the
right to sublicense to others. You further acknowledge that your right to use
the Trademarks is specifically conditioned upon the following:
A. Trademark Ownership. The Trademarks are our parent company's
valuable property, and it is the owner of all right, title and
interest in and to the Trademarks and all past, present or future
goodwill of the Restaurant and of the business conducted at the
Authorized Location that is associated with or attributable to the
Trademarks. Your use of the Trademarks will inure to our parent
company's benefit. You may not, during or after the term of this
Agreement, engage in any conduct directly or indirectly that would
infringe upon, harm or contest our parent company's rights in any of
the Trademarks or the goodwill associated with the Trademarks,
including any use of the Trademarks in a derogatory, negative, or
other inappropriate manner in any media, including but not limited
to print or electronic media.
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