1.1 The Franchisor operates a successful franchise system that offers national parcel pickup and delivery services.
1.2 The Franchisee desires to establish and operate a franchise territory of the Franchisor's business (the "Franchise Territory"). Accordingly, the Franchisor and Franchisee has or will enter into a franchise agreement (the “Franchise Agreement”).
1.3 The Franchisor is willing to provide a franchise income guarantee to the Franchisee subject to the terms and conditions of this Agreement.
2.1 The Franchisor guarantees that the Franchisee's gross income from the operation of the Franchise Territory will not fall below a specified amount for the defined months of operation within the Agreement (the "Guarantee Period").
2.2 The guaranteed amount for each week during the Guarantee Period shall be as defined in the Agreement (the "Guaranteed Amount").
2.3 If the Franchisee's gross income for any week during the Guarantee Period is less than the Guaranteed Amount, the Franchisor shall pay the Franchisee the difference between the actual gross income and the Guaranteed Amount.
2.4 The Franchisee acknowledges that the Agreement is subject to the Franchisee's compliance with all terms and conditions of the Franchise Agreement and operating standards established by the Franchisor.
2.5 The Guarantee Amount is a pro rata calculation based on a 5-day working week Monday to Friday.
2.6 The Franchisor will provide the Franchisee with an RCTI (Recipient Created Tax Invoice) each week.
2.7 The Franchisor will also pay the Franchisee an amount equal to GST.
3.1 The Franchisor will only allow a Franchisee Director to operate in a Franchise Territory as part of this Agreement.
3.2 The Income Guarantee will only be paid whereby a Franchisee Director is operating the Franchise Territory directly.
3.3 The Franchisee will cooperate with all Franchisor related initiatives to develop and grow the Franchise Territory within the Income Guarantee Period.
4.1 This Agreement shall commence on the Effective Date and shall remain in effect until the expiration of the Guarantee Period or earlier termination in accordance with this clause 4 in its entirety.
4.2 Either party may terminate this Agreement by providing written notice to the other party in the event of a material breach of any provision of this Agreement or the Franchise Agreement by the other party.
4.3 This Agreement shall terminate upon the termination of the Franchise Agreement.
4.4 The Agreement is non transferrable with any future assignment of the Franchise Territory, and should assignment occur the Agreement is immediately terminated.
4.5 This Agreement shall commence on the Effective Date and shall remain in effect until the expiration of the Guarantee Period, subject to clauses 4 in its entirety.
4.6 The Franchisee acknowledges and agrees that there is no obligation on, or expectation of, the Franchisor extending the term of this Agreement beyond the expiration of the Guarantee Period nor of entering into any further Agreements.
5.1 This Agreement constitutes the entire agreement between the parties regarding the subject matter hereof and supersedes all prior negotiations, understandings, or agreements, whether oral or written.
5.2 Any modification or amendment to this Agreement must be in writing and signed by both parties.
5.3 This Agreement shall be governed by and construed in accordance with the laws of NSW Australia. Any disputes arising under or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of NSW Australia.