Can All County assign its option to purchase my All County business to another party?
All_County Franchise · 2025 FDDAnswer from 2025 FDD Document
- 23.6.1. Exercise of Option. Upon termination or expiration of this Agreement in accordance with its terms and conditions or your termination of this Agreement without cause, we have the option, exercisable by giving written notice to you within sixty (60) days from the date of such termination or expiration, to purchase the Business from you, including the leasehold rights to the Location, free and clear of all liens, restrictions or encumbrances. (The date on which we notify you whether or not we are exercising our option is referred to in this Agreement as the "Notification Date.") We have the unrestricted right to assign this option to purchase the Business. We will be entitled to all customary warranties and representations in connection with our asset purchase, including, without limitation, representations and warranties as to ownership and condition of and title to assets; liens and encumbrances on assets; validity of contracts and agreements; and liabilities affecting the assets, contingent or otherwise.
Source: Item 23 — Receipts (FDD pages 43–157)
What This Means (2025 FDD)
According to All County's 2025 Franchise Disclosure Document, All County has the unrestricted right to assign its option to purchase your All County business to another party. This right is exercisable upon termination or expiration of the Franchise Agreement, or if you terminate the agreement without cause. All County must provide written notice within 60 days of such termination or expiration to exercise this option.
If All County exercises its option, the purchase will include the leasehold rights to your business location, free of any liens or encumbrances. All County is entitled to customary warranties and representations related to the asset purchase, covering aspects like ownership, asset condition, and liabilities.
This clause means that as a franchisee, you may be required to sell your All County business to a third party designated by All County under certain conditions. It is important to understand the implications of this clause, particularly regarding the valuation of your business and the terms of the asset purchase, as the valuation will be as an independent business and will not include any value for the franchise itself.