What is All County's right regarding amounts owed to them by the franchisee during the purchase of the All County business?
All_County Franchise · 2025 FDDAnswer from 2025 FDD Document
23.6. Our Rights to Purchase the Business.
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.
23.6.2. Leasehold Rights. You agree, at our election, to assign your leasehold interest in the Location to us or, to enter into a sublease for the remainder of the lease term on the same terms (including renewal options) as the prime lease.
23.6.3. Purchase Price. The purchase price for the Business will be its fair market value, determined in a manner consistent with reasonable depreciation of the Business' equipment, signs, inventory, materials and supplies, provided that the Business will be valued as an independent business and its value will not include any value for the Franchise or any rights granted by this Agreement; the Marks; or participation in the network of ALL COUNTY® businesses. The length of the remaining term of the lease for the Location will also be considered in determining the Business' fair market value.
23.6.4. Exclusions. We may exclude cash or its equivalent and any equipment, signs, inventory, materials and supplies that are not reasonably necessary (in function or quality) to the Business' operation or that we have not approved as meeting standards for ALL COUNTY® businesses from the assets purchased, and the purchase price will reflect these exclusions.
Source: Item 23 — Receipts (FDD pages 43–157)
What This Means (2025 FDD)
Based on the 2025 All County Franchise Disclosure Document, All County has specific rights regarding the purchase of a franchisee's business upon termination or expiration of the franchise agreement. All County has the option to purchase the business, including leasehold rights, by providing written notice within 60 days of termination or expiration. This option can be assigned to another party at All County's discretion.
The purchase price for the All County business will be based on its fair market value, considering reasonable depreciation of equipment, signs, inventory, materials, and supplies. However, the valuation excludes any value associated with the franchise itself, the All County marks, or participation in the All County network. The remaining term of the location's lease will also factor into the fair market value assessment.
All County can exclude cash or its equivalent, along with any equipment, signs, inventory, materials, and supplies not deemed reasonably necessary for the business's operation or those not meeting All County's standards. The purchase price will be adjusted to reflect these exclusions. This ensures that All County is not obligated to purchase assets that do not align with their operational standards or are deemed unnecessary for the continued functioning of an All County franchise.