Clause 13. 7 The rule reiterated the non-competition clause mentioned earlier, but clause 13.8 added that during the period of the agreement "and for two years after its termination date", the franchisees shall not engage, directly or indirectly, in any activity that constitutes competition or harm to Max.
- The franchisees declared that they were aware of Max's intention to establish additional stores of the chain in Bat Yam, and that they had no basis to object to this. However, it was agreed thatif the company decides to establish an additional branch in the city, "then the company will first contact the franchisee and allow him to operate the new store in the city of Bat Yam as a franchisee/partner in accordance with the conditions set by it and which will be presented to the franchisee by it in writing" (clause 13.4 of the agreement).
- Clause 19.1 of the Agreement allowed Max to immediately cancel the license or the agreement if a number of conditions were met. In accordance with clause 19.1(j), such a clause could have been done "in any case of breach of this agreement that has not been amended within 14 days from the date on which the franchisee received notice thereof". and in accordance with clause 19.1(k) "in any case of breach of this Agreement or a fundamental breach of this Agreement".
- On June 14,2015, the franchise agreement was signed at the Sderot branch (hereinafter: the Sderot Agreement; Appendix 3 to the counterclaim) between Max Stock and Emily Sderot Ltd. (hereinafter: Emily Sderot). It should be noted here that 50% of the shares of Emily Sderot are held by Hodaya (N.S.) Holdings Ltd. (hereinafter: Hodaya Company), which is owned by Mr. Shimshon. The second half of Emily Sderot is held by A.S. The Air Conditioning Center Ltd. (hereinafter: the Air Conditioning Center Company), which is controlled by Mr. Ofir Omni Shiror (hereinafter: Shiror).
This agreement included the same clauses cited above from the Bat Yam Agreement.
- On May 17,2015, an agreement was signed regarding the operation of the Ashdod branch of Max Stock Company (hereinafter: the Ashdod Agreement; Appendix 5 to the amended statement of claim in Civil Case 51268-03-19). In accordance with the agreement, Max Stock Ashdod Ltd. (hereinafter: Max Ashdod Company) was established for the purpose of operating the branch.
The parties to the Ashdod agreement were the shareholders of Max Ashdod. On one side stood Max Stock, which held 45% of Max Ashdod's ordinary shares, and 100% of its management shares. On the other side stood other companies and another investor.