Common use of Covenants of Developer Clause in Contracts

Covenants of Developer. a. Developer covenants that, except with USI’s prior written approval, during the term of this Agreement and for a period of two (2) years after the expiration or termination of this Agreement for any reason, including a transfer of this Agreement, it will not engage in any business In Competition with any U-Swirl Store. The provisions of this Agreement bind Developer in any capacity, including as a franchisor, franchisee, sole proprietor, officer, director, partner, limited liability company manager or member, stockholder or employee. For purposes of this provision, “In Competition” means the franchising or operation of a business similar to a U-Swirl Store (including any business offering yogurt or other frozen desert products for sale) within a geographical area consisting of: (1) during the term of this Agreement, anywhere else; and (2) after termination of this Agreement, a three (3) mile radius from the location of any U-Swirl Store. The term “U-Swirl Store” includes not only the stores now in existence, but also those established at a later date but before Developer begins operating a business in a particular location. The term of this covenant will be extended by any time consumed in litigation or arbitration to enforce it, in both trial and appellate courts, if applicable. b. During the term of this Agreement, and for a period of two (2) years after its expiration or termination for any reason, Developer shall not divert or attempt to divert any business, customers, or potential customers of the System to any competitor, by direct or indirect inducement or otherwise. In addition, Developer shall not at any time do or perform any act, directly or indirectly, which h▇▇▇▇ the goodwill or reputation of the System. c. If a court or arbitrator of competent jurisdiction determines that restrictions in Section 9.a or Section 9.b above are excessive in time, geographic scope, or otherwise, the court or arbitrator may reduce the restriction to the level that provides the maximum restriction allowed by law. d. The covenants above are binding on Developer’s officers, directors, shareholders, limited liability company members and managers, partners, successors, assigns, heirs, and personal representatives (as applicable). e. In addition to the foregoing covenants, Developer will be bound by and must comply with the covenants contained in each Franchise Agreement executed by Developer.