Who is responsible for transferring the Browns Chicken franchise interest upon the death or disability of the franchisee?
Browns_Chicken Franchise · 2025 FDDAnswer from 2025 FDD Document
ment and assumption agreement undertaking to be bound, jointly and
severally, by all provisions of this Agreement; all issued and outstanding stock certificates of any such corporation shall bear a legend reciting or referring to the restrictions of Paragraphs B, C and D of this Section 22.
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. If in the judgment of Brown, the Store is not being managed properly after the death or permanent disability of Franchisee or the owner of a controlling interest in Franchisee, Brown shall have the right to appoint a manager for the Store to manage the Store for up to thirty (30) days. During that period, Franchisee shall either cause its manager to attend additional training, or appoint another manager. If Franchisee fails to do so, Brown may terminate this Agreement. Brown shall periodically discuss the status with the Franchisee or the Franchisee's representative during such period of interim management.
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. This representative is tasked with transferring the interest in the Franchise Agreement and the franchise itself to a third party approved by Browns Chicken. If the franchisee is a corporation or partnership, this responsibility extends to the personal representative of the owner of a controlling interest in the franchisee.
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. The franchisee's representative is also required to provide Browns Chicken with monthly written reports detailing the progress of the transfer from the date of death or disability until the transfer is finalized. Failure to complete the transfer within the stipulated six-month period constitutes a breach of the Franchise Agreement.
In addition to the transfer of the franchise, the personal representative is also responsible for appointing a manager to operate the Browns Chicken store within 30 days of the death or disability. This manager is subject to Browns Chicken's approval and may be required to complete the franchisor's training program. The appointed manager must also execute Browns Chicken's Confidentiality and Non-Competition Agreement. Browns Chicken retains the right to appoint its own manager if it deems the store is not being managed properly, with the costs of this interim management being charged to the store's account.