What is the deadline for Alloy to provide written notice of its intent to exercise its purchase rights after termination or expiration of the Alloy Franchise Agreement?
Alloy Franchise · 2025 FDDAnswer from 2025 FDD Document
B. Purchase Option. We have the right to purchase or designate a third party that will purchase all or any portion of the assets of your Facility that are owned by you or any of your affiliates including, without limitation, the premises, building, equipment, fixtures, signage, furnishings, supplies, leasehold improvements, and inventory of the Facility at a price determined by a qualified appraiser (or qualified appraisers if one party believes it is better to have a real estate appraiser appraise the value of the land and building and a business appraiser appraise the Facility's other assets) selected with the consent of both parties, provided we give you written notice of our preliminary intent to exercise our purchase rights under this Paragraph within 30 days after the date of the expiration or termination of this Agreement, or the expiration of any Interim Period. If the parties cannot agree upon the selection of an appraiser(s), one or both will be appointed by a Judge of the United States District Court for the District in which the Facility is located upon petition of either party.
The price determined by the appraiser(s) will be the reasonable fair market value of the assets based on their continuing use in, as, and for the operation of a ALLOY Facility and the appraiser will designate a price for each category of asset (e.g., land, building, equipment, fixtures, etc.), but shall not include the value of any goodwill of the business, as the goodwill of the business is attributable to the Trademarks and the System.
Source: Item 23 — RECEIPTS (FDD pages 69–245)
What This Means (2025 FDD)
According to Alloy's 2025 Franchise Disclosure Document, Alloy has the right to purchase the assets of a franchisee's facility upon termination or expiration of the Franchise Agreement. To exercise this right, Alloy must provide the franchisee with written notice of its preliminary intent within 30 days after the date of termination or expiration of the agreement, including any Interim Period.
This purchase option applies to all or any portion of the assets owned by the franchisee or their affiliates, including the premises, building, equipment, fixtures, signage, furnishings, supplies, leasehold improvements, and inventory. The purchase price will be determined by a qualified appraiser selected with the consent of both parties. If an agreement on the appraiser cannot be reached, a judge from the United States District Court for the district in which the facility is located will appoint one or both appraisers upon petition of either party.
The price determined by the appraiser(s) will be the reasonable fair market value of the assets based on their continuing use in the operation of an Alloy facility. The appraiser will designate a price for each category of asset, such as land, building, equipment, and fixtures. However, the valuation will not include the value of any goodwill of the business, as the goodwill is attributed to Alloy's trademarks and system.
This clause is important for prospective franchisees to understand, as it outlines the conditions under which Alloy can repurchase the assets of the franchise. It also clarifies how the purchase price will be determined, ensuring that the franchisee receives fair market value for their assets, excluding goodwill, in the event of a purchase by Alloy.