Under what circumstances does a Bambu franchisee desire to enter into a successor agreement?

nt or an equivalent type then offered as determined by Bambu), which may have terms substantially different than those set forth in this Agreement.

• b. Has complied with all provisions of this Agreement during the current term, including the payment on a timely basis of all franchise fees, Royalty Fees, Marketing and Technology Fees, inventory purchases, and other fees due hereunder. "Compliance" shall mean, at a minimum, that Franchisee has not received any written notification from Bambu of breach hereunder more than 3 times during the term hereof.
• c. Upgrades and/or remodels the Bambū shoppe and its operations at Franchisee's sole expense (the necessity of which shall be in the sole discretion of Bambu) to conform with the then current FRC Materials including, without limitation, shoppe facility and trade dress standards, or at the option of Franchisee, secure a substitute premises approved by Bambu and developed by Franchisee according to the Bambū system then applicable for Bambū shoppes.
• d. You, your Bambū Certified Team Leaders and such other persons that Bambu may require, attend and successfully complete any additional training imposed by Bambu.
• e. Executes a successor franchise rider in the form designated by Bambu which contains a general release of any and all claims against Bambu and its affiliates, and their respective officers, directors, employees and agents arising out of or relating to this Agreement.
• f. Pays a successor franchise fee ("Successor Franchise Fee") to Bambu concurrently with the execution of the successor franchise agreement in the amount set forth in Attachment I.
• 18.4 Exercise of Option for Successor Franchise. Franchisee may exercise its option for a successor franchise by giving written notice of such exercise to Bambu not more than 270 nor less than 180 days prior to the scheduled expiration of this Agreement. Franchisee's successor franchise rights shall become effective by signing the Franchise Agreement then currently being offered to new franchisees of Bambu.

18.5 Conditions of Refusal. Bambu shall not be obligated to offer Franchisee a successor franchise upon the expiration of this Agreement if Franchisee fails to comply with any of the above conditions for acquiring successor franchise rights. In such event (except for failure to execute the then current Franchise Agreement or pay the Successor Franchise Fee), Bambu shall give Franchisee notice of expiration at least 180 days prior to the expiration of the term, and such notice shall set forth the reasons for such refusal to offer successor franchise rights. Upon the expiration of this Agreement, Franchisee shall comply with the provisions of Section 19.4 below.

19. DEFAULT AND TERMINATION

• 19.1 Termination by Bambu Effective Upon Notice. Bambu shall have the right, at its option, to terminate this Agreement and all rights granted Franchisee hereunder, without affording Franchisee any opportunity to cure any default (except where expressly indicated and subject to any state laws to the contrary, where state law shall prevail), effective upon notice to Franchisee upon the occurrence of any of the following events:
• a. Abandonment. If Franchisee ceases to operate the Bambū shoppe or otherwise abandons the Bambū shoppe for a period of three consecutive days, or any shorter period that indicates an intent by Franchisee to discontinue operation of the Bambū shoppe. Franchisee's suspension or termination of the shoppe's operation due to fire, flood, earthquake, epidemic or pandemic, or force majeure shall not be deemed abandonment.
• b. No Bambū Certified Team Leaders Present. No Bambū Certified Team Leaders are present at, or are available upon Bambu's demand to be present at, the Bambū shoppe for three consecutive days.
• c. Insolvency; Assignments. If Franchisee becomes insolvent or is adjudicated a bankrupt; or if any action is taken by Franchisee, or by others against Franchisee under any insolvency, bankruptcy or reorganization act, (this provision may not be enforceable under federal bankruptcy law, 11 U.S.C. §§ 101 et seq.); or if Franchisee makes an assignment for the benefit of creditors or a receiver is appointed by Franchisee.
• d. Unsatisfied Judgments; Levy; Foreclosure. If any material judgment (or several judgments which in the aggregate are material) is obtained against Franchisee and remains unsatisfied or of record for 30 days or longer (unless a supersedeas or other appeal bond has been filed); or if execution is levied against Franchisee's business or any of the property used in the operation of the Bambū shoppe and is not discharged within five days;

Source: Item 23 — Receipts (FDD pages 52–209)