What agreement must the Controlled Entity assignee enter into with the Black Bear Diner Franchisor?
Black_Bear_Diner Franchise · 2025 FDDAnswer from 2025 FDD Document
This Development Agreement and all rights hereunder can be assigned and transferred by Franchisor and, if so, shall be binding upon and inure to the benefit of Franchisor's successors and assigns; provided, however, that with respect to any assignment resulting in the subsequent performance by the assignee of the functions of Franchisor, the assignee shall assume the
obligations of Franchisor hereunder and Franchisor shall have no liability for the performance of any obligations contained in this Agreement after the effective date of such transfer or assignment.
Source: Item 23 — RECEIPT (FDD pages 56–243)
What This Means (2025 FDD)
Based on the 2025 Black Bear Diner Franchise Disclosure Document, the document does not specify a particular agreement that a Controlled Entity assignee must enter into with the Black Bear Diner Franchisor. The FDD excerpts discuss conditions related to the transfer of the Development Agreement by the franchisor and the obligations of the developer, but it does not explicitly detail required agreements for assignees.
However, the FDD does state that if the Franchisor assigns the Development Agreement and its rights, the assignee must assume the obligations of the Franchisor. This implies that the assignee would need to agree to fulfill the responsibilities outlined in the original Development Agreement. The document also mentions that the agreement is binding upon and benefits the franchisor's successors and assigns.
To gain a comprehensive understanding of the obligations and agreements required during an assignment, a prospective Black Bear Diner franchisee should directly inquire with the franchisor about the specific agreements or documents that a Controlled Entity assignee would need to enter into. This will ensure clarity on the legal and financial responsibilities assumed during such a transfer.