What factors does Alloy consider when determining whether to grant consent to a franchise transfer?

raph 11.C.

• C. Transfer Fee. You must pay to us a transfer fee in the amount of $10,000. The transfer fee is nonrefundable even if, for any reason, the proposed transfer does not occur.

• D. Conditions of Transfer. We condition our consent to any proposed transfer, whether to an individual, a corporation, a partnership or any other entity upon the following:

  • 1. Assignee Requirements. The assignee must meet all of our then-current requirements for our ALLOY franchise program we are offering at the time of the proposed transfer and sign our then-current form of franchise agreement modified to reflect the term remaining under this Agreement.
  • 1. Payment of Amounts Owed. All amounts owed by you to us, or any of our affiliates, your suppliers or any landlord for the Facility premises and Facility, or upon which we or any of our affiliates have any contingent liability must be paid in full.
  • 1. Reports. You must have provided all required reports to us in accordance with subparagraphs 9.H and I.
  • 1. Modernization. You must have complied with the provisions of subparagraph 5.E.
  • 1. Guarantee. In the case of an installment sale for which we have consented to you or any Owner retaining a security interest or other financial interest in this Agreement or the business operated thereunder, you or such Owner, and the guarantors, are obligated to guarantee the performance under this Agreement until the final close of the installment sale or the termination of such interest, as the case may be.
  • 1. General Release. You, each Owner and each guarantor must sign a general release of all claims arising out of or relating to this Agreement, your Facility or the parties' business relationship, in the form we designate, releasing us and our affiliates.
• 1. Training. The assignee must, at your or assignee's expense, comply with the training requirements of subparagraph 7.B.
• 1. Financial Reports and Data. We have the right to require you to prepare and furnish to assignee and/or us such financial reports and other data relating to the Facility and its operations reasonably necessary or appropriate for assignee and/or us to evaluate the Facility and the proposed transfer.

Source: Item 23 — RECEIPTS (FDD pages 69–245)