What is the definition of 'transfer' in the context of a Bens Soft Pretzels franchise agreement?

• C. Transfer Fee. You must pay to us a transfer fee in the amount of 50% of our thencurrent initial franchise fee. The transfer fee is nonrefundable even if, for any reason, the proposed transfer does not occur.
• D. Conditions of Transfer. We condition our consent to any proposed transfer, whether to an individual, a corporation, a partnership or any other entity upon the following:
  • 1. Assignee Requirements. The assignee must meet all of our then-current requirements for our BEN'S SOFT PRETZELS franchise program we are offering at the time of the proposed transfer and sign our then-current form of franchise agreement modified to reflect the term remaining under this Agreement.
  • 1. Payment of Amounts Owed. All amounts owed by you to us, or any of our affiliates, your suppliers or any landlord for the Store premises and Store, or upon which we or any of our affiliates have any contingent liability must be paid in full.
  • 1. Reports. You must have provided all required reports to us in accordance with subparagraphs 9.G and H.
  • 1. Modernization. You must have complied with the provisions of subparagraph 5.E.
  • 1. Guarantee. In the case of an installment sale for which we have consented to you or any Owner retaining a security interest or other financial interest in this Agreement or the business operated thereunder, you or such Owner, and the guarantors, are obligated to guarantee the performance under this Agreement until the final close of the installment sale or the termination of such interest, as the case may be.
  • 1. General Release. You, each Owner and each guarantor must sign a general release of all claims arising out of or relating to this Agreement, your Store or the parties' business relationship, in the form we designate, releasing us and our affiliates.
  • 1. Training. The assignee must, at your or assignee's expense, comply with the training requirements of subparagraph 7.B.
  • 1. Financial Reports and Data. We have the right to require you to prepare and furnish to assignee and/or us such financial reports and other data relating to the Store and its operations reasonably necessary or appropriate for assignee and/or us to evaluate the Store and the proposed transfer. You agree that we have the right to confer with proposed assignees and furnish them with information concerning the Store and proposed transfer without being

Source: Item 22 — CONTRACTS (FDD pages 46–47)