What constitutes a breach of the Beef O Bradys Franchise Agreement regarding transfer?
Beef_O_Bradys Franchise · 2025 FDDAnswer from 2025 FDD Document
- 15.2 By You.
You understand and acknowledge that the rights and duties created by this Agreement are personal to you (or, if you are a Business Entity, to your Owners) and that we have granted the Franchise to you in reliance upon our perceptions of your (or your Owners') individual or collective character, skill, aptitude, attitude, business ability and financial capacity.
Accordingly, neither this Agreement (or any interest in it) nor any ownership or other interest in you or the Family Sports Pub may be transferred without our prior written approval.
Any Transfer without such approval constitutes a breach of this Agreement and is void and of no effect.
As used in this Agreement, the term "Transfer" includes your (or your Owners') voluntary, involuntary, direct or indirect assignment, sale, gift or other disposition of any interest in: (a) you; (b) this Agreement; or (c) the Family Sports Pub.
An assignment, sale, gift or other disposition includes the following events: (i) transfer of or change in ownership of capital stock or a partnership interest; (ii) merger or consolidation or issuance of additional securities or interests representing an ownership interest in you; (iii) any issuance or sale of your stock or any security convertible to your stock; (iv) transfer of an interest in you, this Agreement or the Family Sports Pub in a divorce, insolvency or corporate or partnership dissolution proceeding or otherwise by operation of law; (v) transfer of an interest in you, this Agreement or the Family Sports Pub, in the event of your death or the death of one of your Owners, by will, declaration of or transfer in trust or under the laws of intestate succession; or (vi) pledge of this Agreement (to someone other than us) or of an ownership interest in you as security, foreclosure upon the Family Sports Pub or your transfer, surrender or loss of possession, control or management of the Family Sports Pub.
Source: Item 23 — RECEIPTS. (FDD pages 66–330)
What This Means (2025 FDD)
According to the 2025 Beef O Bradys Franchise Disclosure Document, transferring the Franchise Agreement or any interest in the franchise without prior written approval from Beef O Bradys constitutes a breach of the agreement. This stipulation underscores the personal nature of the franchise grant, which is based on Beef O Bradys' assessment of the franchisee's character, skills, business acumen, and financial stability.
The term 'Transfer' is broadly defined to include any voluntary or involuntary assignment, sale, gift, or disposition of interest in the franchisee, the Franchise Agreement, or the Family Sports Pub itself. This encompasses a wide array of scenarios, such as changes in ownership of capital stock or partnership interests, mergers, consolidations, issuance of additional securities, or transfers occurring due to divorce, insolvency, or death.
Furthermore, pledging the Franchise Agreement or an ownership interest as security, foreclosure upon the Family Sports Pub, or the franchisee's loss of control or management of the Family Sports Pub are also considered transfers. Any transfer conducted without obtaining Beef O Bradys' prior written approval is deemed void and ineffective, highlighting the importance of adhering to the outlined transfer protocols to maintain compliance with the Franchise Agreement.