What written documentation is required to evidence the transfer of a Bhc franchise to an Affiliated Entity, and when must it be delivered to the franchisor?
Bhc Franchise · 2025 FDDAnswer from 2025 FDD Document
- (a) Upon not less than 30 days' prior written notice to Franchisor, Franchisee may, upon Franchisor's written consent, assign and transfer this Agreement at its entirety to an entity that is (i) organized to operate as a developer of Franchised BHC Restaurants and (ii) entirely owned by Franchisee ("Affiliated Entity").
- (b) Any assignment and transfer by Franchisee of the rights, duties and obligations under this Agreement to an Affiliated Entity must be evidenced by a written instrument, in form reasonably satisfactory to Franchisor, under the terms of which said business entity expressly assumes all of Franchisee's rights, duties, and obligations hereunder, whether accrued at the time of such assignment or arising thereafter, and the assignee agrees to be bound by all the terms and provisions of this Agreement to the same extent and in the same manner as Franchisee is. A copy of said instrument, executed by both Franchisee and said business entity must be delivered to Franchisor before the effective date of the transfer. Franchisee will not be able to maintain direct ownership and operation of the Franchised BHC Restaurants which Franchisee (or its Affiliated Entities) has developed after such assignment.
Source: Item 23 — Receipts (FDD pages 52–230)
What This Means (2025 FDD)
According to Bhc's 2025 Franchise Disclosure Document, a franchisee can transfer their agreement to an Affiliated Entity, which is an entity organized to develop Bhc Restaurants and entirely owned by the franchisee, provided they give the franchisor 30 days' prior written notice and receive written consent from Bhc.
To evidence the transfer, a written instrument, in a form reasonably satisfactory to Bhc, must be created. This document must state that the Affiliated Entity expressly assumes all of the franchisee's rights, duties, and obligations under the franchise agreement, whether those obligations existed at the time of the transfer or arise afterward. The Affiliated Entity must agree to be bound by all the terms and provisions of the agreement to the same extent as the original franchisee.
A copy of this written instrument, fully executed by both the franchisee and the Affiliated Entity, must be delivered to Bhc before the transfer's effective date. After the transfer, the original franchisee cannot maintain direct ownership and operation of the Bhc Restaurants that the franchisee or its Affiliated Entities developed.