Atlanta Bread Co. International v. Lupton-Smith

BENHAM, Justice.

Appellant Atlanta Bread Company International, Inc. operates a franchise system of “bakery/delis” in twenty-five states, including Georgia. Appellees entered into franchise agreements with appellant to operate five Atlanta Bread Company retail bakery/deli stores — four located in Atlanta, Georgia and one located in Knoxville, Tennessee. Each of the franchise agreements contained the following clause:

During the term of this Agreement, neither Franchisee nor any Principal Shareholder, for so long as such Principal Shareholder owns an Interest in Franchisee, may, without prior…