Does the definition of 'transfer' for a Bambu franchise include transfers described in Section 17.5?

According to Bambu's 2025 Franchise Disclosure Document, the definition of "transfer" includes transfers described in Section 17.5 of the franchise agreement. The FDD specifies that the term "transfer" encompasses various changes in the franchisee, including those resulting from divorce, insolvency, corporate or partnership dissolution, merger, change of control, transfers described in Section 17.5, operation of law, death of the franchisee, or transfer by will, declaration of trust, or intestate succession. This broad definition ensures that Bambu has the right to approve or disapprove of a proposed sale or transfer.

Section 17.5 outlines specific types of transfers that are subject to Bambu's approval. These include changes in partnership or business association members, transfers of 15% or more of ownership interests in a corporation or LLC, and transfers from an individual franchisee to a corporation or other entity controlled by them. For transfers described in subsections (1) and (3) of Section 17.5, Bambu will waive any transfer fee and the right of first refusal.

This means that if a Bambu franchisee plans to make any of the changes listed in Section 17.5, such as selling a significant portion of their ownership in the franchise, they must obtain approval from Bambu. Bambu's approval may be subject to certain conditions, such as the continuation of personal guarantees and limitations on the business activities of the transferee entity. This level of control allows Bambu to maintain consistency and quality within its franchise system by carefully vetting potential new owners or changes in ownership structure.