9.2 Charge Sales. Each charge sale or credit sale shall be included in "GROSS SALES" at the time the sale is made, without regard to whether payment is actually collected. 9.3 Sales Away from the SHOP. This AGREEMENT does not permit FRANCHISEE to sell any food, merchandise or services away from the SHOP. If FRANCHISEE is authorized by SHOPPE COMPANY, or without such authorization, sells food, merchandise or services associated with the MARKS away from the SHOP, then the revenues from those sales will be part of FRANCHISEE'S GROSS SALES, and FRANCHISEE shall comply with the procedures established by SHOPPE COMPANY to ensure that any such GROSS SALES are properly captured by the POS SYSTEM, or otherwise reported to SHOPPE COMPANY under Section 9.4. 9.4 Reporting GROSS SALES. FRANCHISEE shall accurately report its GROSS SALES and such other information as SHOPPE COMPANY requires, on a weekly basis, or some other periodic basis specified from time to time by SHOPPE COMPANY, using a form prescribed by SHOPPE COMPANY, supported by whatever documentation SHOPPE COMPANY reasonable requires. Unless SHOPPE COMPANY specifies otherwise, FRANCHISEE will report its GROSS SALES every Monday, reflecting sales for the preceding week. In lieu of requiring FRANCHISEE to report GROSS SALES, SHOPPE COMPANY may determine FRANCHISEE'S GROSS SALES based on data SHOPPE COMPANY obtains from the POS SYSTEM under Section 11.20.2. 9.5 Estimating GROSS SALES. If FRANCHISEE at any time fails to timely report its GROSS SALES, then in addition to any other remedies that SHOPPE COMPANY may have under this AGREEMENT, SHOPPE COMPANY will have the right to in good faith estimate FRANCHISEE'S GROSS SALES, multiply the good faith estimate of GROSS SALES by 125% to arrive at an adjusted estimate of GROSS SALES, and invoice and collect amounts due from FRANCHISEE on the basis of the adjusted estimate of GROSS SALES. If FRANCHISEE, within 30 days following SHOPPE COMPANY'S invoicing or otherwise notifying FRANCHISEE that SHOPPE COMPANY has estimated FRANCHISEE'S GROSS SALES under this Section 9.5, reports its GROSS SALES for the period that had not been timely reported, then the parties will reconcile any difference between the amount reported and the adjusted estimate of GROSS SALES; otherwise the adjusted estimate of GROSS SALES will become final and binding. FRANCHISEE agrees that this provision is reasonable, and that the adjusted estimate of GROSS SALES shall be deemed liquidated damages, and not a penalty, based on the difficulty of accurately estimating GROSS SALES based on prior reporting periods. 9.6 "ROYALTY." FRANCHISEE shall pay SHOPPE COMPANY a continuing fee {the "ROYALTY"), equal to four percent (4%) of GROSS SALES, for the continuing right to operate the SHOP in association with the MARKS and the SYSTEM.
RkJQdWJsaXNoZXIy NzU3OTQ=