What is the dependency between the Franchise Agreement and the Beehive Homes Assignment?
Beehive_Homes Franchise · 2025 FDDAnswer from 2025 FDD Document
| This Assignment and Consent to Assignment of Franchise to a | ||
|---|---|---|
| [Corporation/Partnership/Limited Liability Company], dated, 2025 | ||
| ("Assignment"), is by and among | "Assignor"); [Corporation/Partnership/LLC Name], a [corporation/partnership/limited liability company] ("Assignee"); and those | BEE HIVE HOMES, INC., a Utah corporation ("Bee Hive Homes"); and (collectively, the |
| [shareholders/partners/members] | of Assignee (individually ["Shareholder"/"Partner"/"Member"] and collectively ["Shareholders"/"Partners"/"Members"]) listed on Exhibit A attached hereto and | |
| incorporated herein by reference. | Recitals | |
| (the "Franchise"). | A. Bee Hive Homes or its predecessor in interest issued to Assignor or its predecessor(s) in interest a Franchise Agreement dated (the "Franchise Agreement"), for the Bee Hive Homes Franchise located at | |
| Assignee. | B. Assignor requests Bee Hive Homes' consent to transfer the rights in the Franchise to | |
| Homes' consent to this Assignment is required under the terms of the Franchise Agreement. Agreement | C. Assignor, Assignee, and [Shareholders/Partners/Members] acknowledge that Bee Hive | |
| as follows: | The parties, intending to be legally bound and for good and valuable consideration, agree 1. The effective date of this Assignment is ("Effective Date"). | |
| Agreement and this Assignment. | 2. Bee Hive Homes consents to this Assignment subject to the provisions of the Franchise | |
| Assignor in the Franchise to Assignee, subject to the provisions of the Franchise Agreement. | 3. On the Effective Date, Assignor assigns and transfers all the right, title, and interest of |
Assignee must pay all fees and perform all obligations under the Franchise Agreement.
Assignor agrees to remain personally bound by, and personally liable for the breach of, each and every provision of the Franchise Agreement, both monetary obligations and obligations to take or refrain from taking specific actions or to engage or refrain from engaging in specific activities, and is not released from any obligations to Bee Hive Homes by this Assignment. After the date of this Assignment, all references to Franchisee in the Franchise Agreement shall refer to both Assignor and Assignee both jointly and severally.
[Alternate paragraph to be used for Assignment to Corporation.]
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- Without the prior written consent of Bee Hive Homes, Assignor, Assignee, and Shareholders may not, either voluntarily or by operation of law, make or permit:
- a) any further transfer or assignment of the Franchise or the Franchise Agreement;
- b) any pledge or encumbrance of the Franchise;
- c) any assignment, transfer, or pledge of any equity interest in Assignee including, but not limited to, transfers in any entity that is a Shareholder;
- d) the creation of new or additional equity interests in Assignee; or
- e) any amendment of the terms of any organizational documents relating to Assignee.
Source: Item 23 — RECEIPTS (FDD pages 34–123)
What This Means (2025 FDD)
According to the 2025 Beehive Homes Franchise Disclosure Document, the Assignment is directly tied to the Franchise Agreement. Beehive Homes' consent is required for the transfer of rights in the franchise to the Assignee, as stated in Recital C. The Assignor transfers all rights to the Franchise to the Assignee on the Effective Date, but this is subject to the provisions outlined in the Franchise Agreement.
Several clauses in the Assignment emphasize the ongoing importance of the Franchise Agreement. The Assignee is obligated to fulfill all duties and pay all fees as specified in the Franchise Agreement. The original franchisee (Assignor) remains personally liable for any breaches of the Franchise Agreement, even after the assignment. This means that references to the Franchisee in the original agreement now apply to both the Assignor and Assignee, jointly and severally.
Furthermore, the Assignment outlines restrictions on further transfers or changes to the franchise without Beehive Homes' prior written consent. These restrictions cover any further assignment of the Franchise Agreement, pledging or encumbering the franchise, transferring equity interests in the Assignee, creating new equity interests, or amending organizational documents related to the Assignee. These stipulations ensure that Beehive Homes maintains control over who operates their franchises and that the terms of the original agreement are upheld even after an assignment.