Can Bigfoot Forestry exercise a right of first refusal when a franchisee proposes a transfer?

According to the 2025 Bigfoot Forestry Franchise Disclosure Document, Bigfoot Forestry has a right of first refusal when a franchisee proposes a transfer of their franchise. This means that before a franchisee can sell their business to a third party, they must first offer Bigfoot Forestry the opportunity to purchase the franchise on the same terms and conditions.

The FDD specifies that if the sale is not completed within 120 days after Bigfoot Forestry receives the offer, or if there is a material change to the terms of the sale, Bigfoot Forestry will again have the right of first refusal. This clause ensures that Bigfoot Forestry retains control over who enters their franchise system and maintains the standards of their brand.

However, Bigfoot Forestry's right of first refusal does not apply to a Permitted Transfer. A Permitted Transfer includes transfers between existing owners, transfers by the owners to a new Developer Entity for which such owners collectively own and control 100% of the Equity Interests, or transfers of less than 20% of the Equity Interests in the Development Business or Developer Entity, provided that the Managing Owner owns at least 20% of the Equity Interests.

Before transferring the franchise, the franchisee must pay Bigfoot Forestry a $10,000 transfer fee. The franchisee must also reimburse Bigfoot Forestry for any commission they pay their broker if their broker finds the transferee. The franchisee must assign all Franchise Agreements to the transferee, ensure the transferee signs a General Release, and satisfy any other conditions Bigfoot Forestry reasonably requires for approval of the transfer.