Under what condition does Bigfoot Forestry consent to the transfer of the Franchise Agreement?
Bigfoot_Forestry Franchise · 2025 FDDAnswer from 2025 FDD Document
curred by attorneys or expert witnesses to attend proceedings or hearings relating to the matter. Your indemnification obligations survive and remain in full force and effect after the Transfer, termination or expiration of this Agreement.
19. TRANSFERS
19.1. By Us. This Agreement is fully assignable by us (without prior notice to you) and shall inure to the benefit of any assignee(s) or other legal successor(s) to our interest in this Agreement, provided that we shall, subsequent to any such assignment, remain liable for any obligations incurred by us prior to the effective date of the assignment. We may also delegate our obligations under this Agreement to one or more Persons without assigning the Agreement.
19.2. By You. The rights and duties created by this Agreement are personal to you and the Owners. We are granting you franchise rights in reliance upon the character, skill, attitude, business ability and financial resources of you and your Owners. Because this Agreement is a personal services contract, neither you nor any Owner may engage in a Transfer (other than a Permitted Transfer) without our prior approval. Any Transfer (other than a Permitted Transfer) without our approval is void and constitutes a breach of this Agreement. We will not unreasonably withhold our approval of a proposed Transfer if all of the following conditions are satisfied:
- (a) we believe the proposed transferee has sufficient business experience, aptitude and financial resources to own and operate a Bigfoot Forestry Business and meets our minimum criteria for franchisees;
- (b) you and your affiliates and Owners are in full compliance with all Definitive Agreements;
- (c) the transferee's owners successfully complete, or make arrangements to attend, the initial training program and the transferee pays us any applicable training fee;
- (d) the transferee and its owners obtain all licenses and permits required by applicable Law to own and operate the Bigfoot Forestry Business;
- (e) the transferee: (i) agrees to guarantee and perform your obligations under this Agreement and
related contracts (including customer contracts, supplier contracts, warranty work, service guarantees and service plans); and (ii) signs any agreement we require to confirm the foregoing;
(f) the transferee and its owners sign our then-current form of franchise agreement (unless we instruct you to assign this Agreement to the transferee) except that: (i) the Term and renewal term(s) shall be the Term and renewal term(s) remaining under this Agreement unless we specify otherwise; and (ii) the transferee need not pay a separate initial franchise fee;
(g) the transferee agrees to upgrade Technology Systems, operating equipment and tools to conform to our then-current standards and specifications (these changes must be completed within 180 days after the Transfer or such shorter period of time that we specify);
(h) you or the transferee pay us a $10,000 transfer fee to defray expenses we incur in connection with the Transfer (in addition to the transfer fee, you must reimburse us for any commission we pay our broker if our broker finds the transferee);
(i) you and your Owners sign a General Release;
Source: Item 23 — RECEIPT (FDD pages 42–162)
What This Means (2025 FDD)
According to Bigfoot Forestry's 2025 Franchise Disclosure Document, the rights and duties within the Franchise Agreement are specific to the franchisee and their owners. Because the agreement is viewed as a personal service contract, any transfer of the agreement requires prior approval from Bigfoot Forestry. A transfer without this approval is considered a breach of the agreement and is void, unless it is a 'Permitted Transfer'.
Bigfoot Forestry will not unreasonably withhold approval for a proposed transfer if certain conditions are met. These conditions include Bigfoot Forestry believing the proposed transferee has sufficient business experience, aptitude, and financial resources to operate a Bigfoot Forestry Business and meets the minimum criteria for franchisees. Additionally, the franchisee, their affiliates, and owners must be in full compliance with all definitive agreements. The transferee's owners must also successfully complete the initial training program or make arrangements to attend, and pay any applicable training fee.
Additional conditions for transfer approval include the transferee and its owners obtaining all required licenses and permits, and the transferee agreeing to guarantee and perform the franchisee's obligations under the agreement. A $10,000 transfer fee must be paid, and the franchisee must reimburse Bigfoot Forestry for any commission paid to a broker if the broker found the transferee. All Franchise Agreements must be assigned to the transferee, and the franchisee and their owners must sign a General Release. Bigfoot Forestry must also choose not to exercise its right of first refusal. Finally, the transferring owner and the transferee must satisfy all other conditions reasonably required by Bigfoot Forestry for approval of the transfer.
It is important to note that a franchisee cannot transfer less than all development rights, meaning they cannot retain the right to develop any Bigfoot Forestry Business after the transfer. Bigfoot Forestry's consent to a transfer does not waive any claims they may have against the transferor, nor does it waive their right to demand compliance from the transferee with all terms of the area development agreement.