In the context of an Angry Chickz franchise assignment, what is the Company's ROFR?
Angry_Chickz Franchise · 2025 FDDAnswer from 2025 FDD Document
- 13.3 Right of First Refusal.
If Franchisee or any Owner (other than Company, if applicable) desire to cause or permit any Assignment, then Franchisee and/or such Owner shall notify Company in writing, provide such information and documentation describing or relating to the proposed Assignment as Company may require, and grant Company (and its designee) a right of first refusal (the "ROFR") for 60 days following Company's receipt of Franchisee's written notice of the proposed Assignment and copies of all required documentation (the "ROFR Period") to purchase the interest which Franchisee or such Owner proposes to transfer, on the same terms and conditions offered by the third party; provided that Company (and its designee) may substitute cash for any non-cash consideration in an amount determined by Company (or designee as applicable), reasonably and in good faith, as the approximate equivalent value of the non-cash consideration.
Franchisee shall comply with each of its obligations under this Agreement during the ROFR Period, and Company (and its designee) shall have the right, but not the obligation, to offset any payment due to Franchisee on account of any default hereunder by Franchisee.
Notwithstanding the terms and conditions offered by the third party, Franchisee shall make representations and warranties to Company (and its designee) that are customary for transactions
Source: Item 22 — CONTRACTS (FDD page 54)
What This Means (2025 FDD)
According to Angry Chickz's 2025 Franchise Disclosure Document, if a franchisee or owner wants to assign their rights, they must first notify Angry Chickz in writing. This notification must include all information and documentation about the proposed assignment that Angry Chickz requires. This grants Angry Chickz a right of first refusal (ROFR).
Angry Chickz has 60 days after receiving the franchisee's written notice and all required documents (the "ROFR Period") to decide whether to purchase the interest the franchisee or owner wants to transfer. The purchase will be on the same terms and conditions offered by the third party. However, Angry Chickz can substitute cash for any non-cash consideration, determining the equivalent value reasonably and in good faith.
During the ROFR period, the franchisee must continue to meet all obligations under the franchise agreement. Angry Chickz can offset any payment due to the franchisee if the franchisee is in default. The franchisee must also provide customary representations and warranties to Angry Chickz, even if the terms and conditions are from a third party.