In the event of a Browns Chicken franchisee's death, who is responsible for transferring the franchise interest?
Browns_Chicken Franchise · 2025 FDDAnswer from 2025 FDD Document
E. Death Or Disability of Franchisee.
- (1) Transfer of Interest in Franchise: Upon the death or permanent disability of Franchisee, or, if Franchisee is a corporation or partnership, upon the death or permanent disability of the owner of a controlling interest in Franchisee, the executor, administrator, conservator, guardians or other personal representative of such person shall transfer his interest in this Agreement and the Franchise, or such interest in Franchisee, to a third party approved by Brown.
Such disposition of this Agreement and the Franchise, or such interest in Franchisee (including, without limitation, transfer by bequest or inheritance), shall be completed within a reasonable time, not to exceed six (6) months from the date of death or permanent disability and shall be subject to all the terms and conditions applicable to transfers contained in this Section 22.
Failure to so dispose of this Agreement and the Franchise, or such interest in Franchisee, within said period of time shall constitute a breach of this Agreement.
Franchisee agrees to provide Brown with monthly written reports of progress toward effecting the transfer, from the date of death or disability until the transfer is completed.
- (2) Operation After Death or Permanent Disability.
Upon the death or permanent disability of Franchisee or the owner of a controlling interest in Franchisee, the executor, administrator, conservator, guardian or other personal representative of such person shall appoint a manager to operate the Store within a reasonable time, not to exceed thirty (30) days from the date of death or permanent disability of such person.
The appointment of such manager shall be subject to the prior written approval of Brown and, if requested by Brown, such manager shall attend and complete Brown's training program for franchisees.
Such manager shall execute Brown's then-current form of Confidentiality and Non-Competition Agreement.
Source: Item 22 — Contracts (FDD page 43)
What This Means (2025 FDD)
According to Browns Chicken's 2025 Franchise Disclosure Document, in the event of the death or permanent disability of a franchisee, the responsibility for transferring the franchise interest falls to the executor, administrator, conservator, guardian, or other personal representative of the deceased or disabled franchisee. These representatives are tasked with transferring the interest in the Franchise Agreement and the franchise itself to a third party approved by Browns Chicken.
This transfer must be completed within a reasonable timeframe, specifically within six months from the date of death or permanent disability. The transfer is subject to all the standard terms and conditions applicable to transfers as outlined in Section 22 of the Franchise Agreement. Failure to complete the transfer within the specified period constitutes a breach of the agreement.
To ensure progress, the franchisee's representative is required to provide Browns Chicken with monthly written reports detailing the steps taken toward completing the transfer, starting from the date of death or disability until the transfer is finalized. Additionally, the representative must appoint a manager to operate the Browns Chicken store within 30 days of the franchisee's death or disability, subject to Browns Chicken's approval. This manager may also be required to complete Browns Chicken's training program and sign a Confidentiality and Non-Competition Agreement.
This clause protects Browns Chicken by ensuring the continued operation of the franchise under suitable management and adherence to brand standards, even in unforeseen circumstances. For a prospective franchisee, this highlights the importance of estate planning and having a clear succession plan to ensure a smooth transition and avoid potential breaches of the Franchise Agreement.