Can Belocal transfer or assign the Franchise Agreement to another party?
Belocal Franchise · 2025 FDDAnswer from 2025 FDD Document
A. By Franchisor.
- (1) Franchisor has the right to transfer or assign this Agreement and all or any part of its rights or obligations herein to any person or legal entity without prior notice to, or the consent of, Franchisee. Upon any such transfer or assignment, the transferee or assignee shall be solely responsible for all of Franchisor's obligations arising hereunder subsequent to the transfer or assignment.
- (2) If Franchisor transfers or assigns this Agreement to an unaffiliated third-party purchaser in connection with the sale of the entire N2 publication(s) franchising business, and if, as of the date of such transfer or assignment, the remaining Term of this Agreement is less than 540 days, then, prior
to or contemporaneously with the closing of such transfer or assignment, Franchisor shall, at Franchisee's option, enter into an amendment to this Agreement with Franchisee pursuant to which the then-existing Term of this Agreement shall be extended so that it expires on the date which is 540 days from the closing date of such transfer or assignment. Nothing in this Section 9.A.(2) limits or otherwise affects Franchisor's right to transfer or assign this Agreement as provided in Section 9.A.(1).
- B.
By Franchisee.
Franchisee shall not transfer or assign this Agreement without Franchisor's prior written consent.
Any purported assignment or transfer, by operation of law or otherwise, made in violation of this Agreement shall be null and void and shall constitute a material breach under this Agreement.
Source: Item 22 — CONTRACTS (FDD page 71)
What This Means (2025 FDD)
According to Belocal's 2025 Franchise Disclosure Document, Belocal has the right to transfer or assign the Franchise Agreement to another party without prior notice to, or consent from, the franchisee. Upon such transfer or assignment, the new entity assumes responsibility for Belocal's obligations under the agreement from that point forward.
However, a franchisee cannot transfer or assign the Franchise Agreement without Belocal's prior written consent. Any attempt to do so without this consent is considered a material breach of the agreement and will be void. The term "transfer" includes various means of transferring ownership or control, such as sale, assignment, or any structural changes within the franchisee's organization.
If a franchisee wishes to transfer their interest in the franchised business, the franchisee and the proposed transferee must apply to Belocal for consent. Belocal will then assess the proposed transfer, and notify the franchisee of its decision within a reasonable timeframe, not exceeding 30 days, after receiving all necessary information. Belocal's decision to approve or disapprove a proposed transfer is at its sole discretion and will be based on factors it deems relevant.
In the event of a transfer, the franchisee may be required to pay all outstanding sums owed to Belocal, including transfer fees and returnable commissions. The transferor may also be required to release Belocal from certain claims and liabilities, although specific clauses may vary based on the state in which the franchise operates.