Does Big Apple Bagels have the right to approve all transfers by a franchisee?
Big_Apple_Bagels Franchise · 2025 FDDAnswer from 2025 FDD Document
| Provision | Provision in Franchise Agreement (unless otherwise specified) | Summary |
|---|---|---|
| l. Franchisor's approval of | Paragraph 14.c. | Franchise Agreement: BAB has right to approve all transfers, but will |
| transfer by Franchisee | not unreasonably withhold consent. | |
| m. Conditions for Franchisor's approval of transfer | Paragraph 14.b.,14.c. | Transferee qualifies, all obligations assumed by transferee, all amounts due BAB are paid, transferee completes training, transfer fee paid, general release signed, you agree to guarantee performance and obligations of transferee, transferee signs, at BAB's sole discretion, either: (a) BAB's assignment and assumption agreement or (b) BAB's then-current Franchise Agreement, which may contain materially different terms than your Franchise Agreement |
| n. Franchisor's right of first refusal to acquire Franchisee’s business | Paragraph 14.e. | BAB can match any offer for your business or an ownership interest in you |
| p. Death or disability or | Paragraph 14.c. | Franchise or ownership interest in you must be assigned to approved |
| Franchisee | buyer within 6 months |
Source: Item 17 — RENEWAL, TERMINATION, TRANSFER AND DISPUTE RESOLUTION (FDD pages 69–75)
What This Means (2025 FDD)
According to Big Apple Bagels's 2025 Franchise Disclosure Document, Big Apple Bagels does have the right to approve all transfers by a franchisee. Specifically, this applies to the Franchise Agreement, as detailed in Item 17. However, Big Apple Bagels will not unreasonably withhold consent for a transfer.
Several conditions must be met for Big Apple Bagels's approval of a transfer. The transferee must qualify as a franchisee, and the transferee must assume all of the original franchisee's obligations. Additionally, all amounts due to Big Apple Bagels must be paid, and the transferee must complete the required training. A transfer fee must be paid, and a general release signed.
Furthermore, the original franchisee must agree to guarantee the performance and obligations of the transferee. The transferee must also sign either Big Apple Bagels's assignment and assumption agreement or Big Apple Bagels's then-current Franchise Agreement, at Big Apple Bagels's sole discretion. It is important to note that Big Apple Bagels's then-current Franchise Agreement may contain materially different terms than the original franchisee's agreement.
In addition to the above, Big Apple Bagels also has a right of first refusal to acquire the franchisee’s business. This means that Big Apple Bagels can match any offer for the business or an ownership interest in the franchisee. In the event of death or disability, the franchise or ownership interest must be assigned to an approved buyer within 6 months.