What is Bombs Away Franchising's role in the transfer of a franchise?

rchase price directly to the lienholder to pay off such lien. Bombs Away Franchising may withhold 25% of the purchase price for 90 days to ensure that all of Franchisee's taxes and other liabilities are paid. Bombs Away Franchising may assign this purchase option to another party.

ARTICLE 15. TRANSFERS

15.1 By Bombs Away Franchising. Bombs Away Franchising may transfer or assign this Agreement, or any of its rights or obligations under this Agreement, to any person or entity, and Bombs Away Franchising may undergo a change in ownership and/or control, without the consent of Franchisee.

• 15.2 By Franchisee. Franchisee acknowledges that the rights and duties set forth in this Agreement are personal to Franchisee and that Bombs Away Franchising entered into this Agreement in reliance on Franchisee's business skill, financial capacity, personal character, experience, and business ability. Accordingly, Franchisee shall not conduct or undergo a Transfer without providing Bombs Away Franchising at least 60 days prior notice of the proposed Transfer, and without obtaining Bombs Away Franchising's consent. In granting any such consent, Bombs Away Franchising may impose conditions, including, without limitation, the following:
  • (i) Bombs Away Franchising receives a transfer fee equal to $7,500 plus any broker fees and other out-of-pocket costs incurred by Bombs Away Franchising;
  • (ii) the proposed assignee and its owners have completed Bombs Away Franchising's franchise application processes, meet Bombs Away Franchising's then-applicable standards for new franchisees, and have been approved by Bombs Away Franchising as franchisees;
  • (iii) the proposed assignee is not a Competitor;
  • (iv) the proposed assignee executes Bombs Away Franchising's then-current form of franchise agreement and any related documents, which form may contain materially different provisions than this Agreement (provided, however, that the proposed assignee will not be required to pay an initial franchise fee);
  • (v) all owners of the proposed assignee provide a guaranty in accordance with Section 2.5;
  • (vi) Franchisee has paid all monetary obligations to Bombs Away Franchising and its affiliates, and to any lessor, vendor, supplier, or lender to the Business, and Franchisee is not otherwise in default or breach of this Agreement or of any other obligation owed to Bombs Away Franchising or its affiliates;
  • (vii) the proposed assignee and its owners and employees undergo such training as Bombs Away Franchising may require;
  • (viii) Franchisee, its Owners, and the transferee and its owners execute a general release of Bombs Away Franchising in a form satisfactory to Bombs Away Franchising; and
  • (ix) the Business fully complies with all of Bombs Away Franchising's most recent System Standards.
• 15.3 Transfer for Convenience of Ownership. If Franchisee is an individual, Franchisee may Transfer this Agreement to a corporation or limited liability company formed for the convenience of ownership after at least 15 days' notice to Bombs Away Franchising, if, prior to the Transfer: (1) the transferee provides the information required by Section 2.3; (2) Franchisee provides copies of the entity's charter documents, by-laws (or operating agreement) and similar documents, if requested by Bombs Away Franchising, (3) Franchisee owns all voting securities of the

corporation or limited liability company, and (4)

Source: Item 22 — CONTRACTS (FDD pages 35–36)