How long does All County have to exercise its option to purchase my business after termination or expiration of the Franchise Agreement?
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, upon termination or expiration of the Franchise Agreement, All County has the option to purchase the business. To exercise this option, All County must provide written notice to the franchisee within sixty (60) days from the date of termination or expiration. The date on which All County notifies the franchisee of their decision is referred to as the "Notification Date." All County retains the right to assign this purchase option to another party.
This clause in the Franchise Agreement allows All County to maintain control over its brand and market presence even after a franchise ceases operation. By having the option to purchase the business, All County can ensure a smooth transition, prevent a competitor from taking over the location, or continue serving customers in that territory without interruption. The purchase includes the leasehold rights to the location, free of any encumbrances.
For a prospective franchisee, this means that upon termination or expiration of the agreement, they may be required to sell their business to All County. The purchase price will be based on the fair market value of the business, excluding any value associated with the All County franchise itself, its trademarks, or participation in the All County network. The remaining term of the lease will also be considered when determining the fair market value. The franchisee is obligated to provide customary warranties and representations related to the asset purchase.
It is important for franchisees to understand how the fair market value will be determined and what assets are included or excluded in the purchase. All County may exclude cash or its equivalent and any equipment, signs, inventory, materials, and supplies that are not reasonably necessary for the business's operation or that do not meet All County's standards. Franchisees should seek clarity on these valuation methods and potential exclusions to avoid disputes during the termination or expiration process.