Under what conditions can Beef O Bradys refuse a transfer of ownership of a franchise?

any such inspection or audit. If our inspection or audit is made necessary by your failure to furnish reports, supporting records or other information we require, or to furnish such items on a timely basis, or if the information is not accurate (i.e., your Gross Sales or Adjusted Gross Sales are understated by 3% or more), you agree to reimburse us for the cost of such inspection or audit, including, without limitation, the charges of attorneys and independent accountants and the travel expenses, room and board and wages of our employees. You also must pay us any shortfall in the amounts you owe us, including late fees and interest, within 10 days of our notice. The foregoing remedies are in addition to our other remedies and rights under this Agreement and applicable law, which may include termination of this Agreement.

15. TRANSFER.

• 15.1 By Us. This Agreement is fully transferable by us, and inures to the benefit of any transferee or other legal successor to our interests, as long as such transferee or successor agrees to be bound by, and assumes all of our continuing obligations under, this Agreement.
• 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.
• 15.3 Conditions for Approval of Transfer. If you (and your Owners) are in full compliance with this Agreement, then subject to the other provisions of this Section 15, we will not unreasonably withhold approval of a Transfer that meets all the applicable requirements of this Section. The proposed transferee and its direct and indirect owners must be individuals of good character and otherwise meet our then applicable standards for Family Sports Pub franchisees. A Transfer of ownership, possession or control of the Family Sports Pub may only be made if the transferee enters into a new Franchise Agreement. If the Transfer is of your Family Sports Pub(s) or a controlling interest in you, or is one of a series of transfers which in the aggregate constitutes the Transfer of your Family Sports Pub(s) or a controlling interest in you, all of the following conditions must be met prior to or concurrently with the effective date of any Transfer:

• (a) Business Experience. The transferee has sufficient business experience, aptitude and financial resources to operate the Family Sports Pub and has been approved as a franchisee;
• (b) Payment of Royalties and Fees Owed. You have paid all Royalties, Marketing Contributions, amounts owed for purchases from us and all other amounts owed to us or to third-party creditors and have submitted all required reports and statements;
• (c) Completion of Initial Training. The transferee (and its Two Designated Operators) and its managerial employee (if different from your manager) have completed our training program;
• (d) New Franchise Agreement. The transferee has agreed to enter into a new Franchise Agreement;
• (e) Transfer Fee Paid. You or the transferee pay us a transfer fee equal to $20,000 (the "Transfer Fee"), ½ of which is payable prior to the transferee's Trainees beginning training. The Transfer Fee is used to defray expenses we incur in connection with the Transfer and the costs of training up to Two Designated Operators of the Transferee (one of whom must be a managerial employee responsible for the Family Sports Pub's kitchen operations). We may provide training to employees of the Transferee, in addition to the training that must be completed by the Two Designated Operators of the Transferee.

Source: Item 23 — RECEIPTS. (FDD pages 66–330)