Is prior approval needed to transfer control of the Bumper Man business operation?
Bumper_Man Franchise · 2025 FDDAnswer from 2025 FDD Document
securities; or undertake a refinancing, recapitalization, leveraged buy-out or other economic or financial restructuring; provided that the new owner of Franchisor or the surviving Entity will assume all of Franchisor's obligations hereunder. Franchisor may take or perform any such actions without liability or obligation to Franchisee and Franchisee expressly waives any claims, demands or damages arising from or related to any or all of the above actions or variations thereof.
- (b) Transfer by Franchisee. The rights and duties created by this Agreement are personal to Franchisee, and Franchisor has granted rights under this Agreement in reliance upon the business skill, financial capacity and personal character of Franchisee and its Principals. Accordingly, no Transfer is permitted or authorized without Franchisor's prior written approval, subject to the conditions below.
- (c) Franchisor Assistance Program. If Franchisee so requests, Franchisor may, but is not obligated to, assist Franchisee in the resale of the Bumper Business to another party.
- (d) Conditions for Approval of Transfer. If the proposed Transfer by Franchisee is of this Agreement, Control of Franchisee or substantially all of Franchisee's assets, or is one of a series of Transfers (regardless of the time period over which such Transfers occur) which in the aggregate constitute the Transfer of this Agreement or Control of Franchisee, and if Franchisor has not exercised its right of first refusal under Section 16(g), Franchisor will approve a Transfer
only if the conditions set forth in this Section 16(d), as may be amended by Franchisor from time to time, are met prior to or concurrently with the proposed effective date of the Transfer:
- (i) Franchisee and its Principals have paid all Continuing Service Fees and all other amounts owed to Franchisor and its Affiliates, submitted all required Reports and other statements and data and otherwise are in full compliance with this Agreement as of the date of Franchisee's request for approval of the Transfer and as of the effective date of the Transfer.
- (ii) The proposed transferee (and its direct and indirect owners): (1) have sufficient business experience, aptitude , assets and financial resources to operate the Bumper Business; (2) are individuals that meet Franchisor's then-applicable Standards for Bumper Business franchisees; (3) are not engaged and will not engage in the operation or ownership of a Competitive Business, and will engage only in the operation of the Bumper Business; and (4) will cooperate with reasonable due diligence requests made by Franchisor promptly thereafter and if additional time is reasonably needed, then prior to the proposed effective date of the Transfer.
- (iii) The transferee and its owners as specified by Franchisor will complete the Initial Training.
- (iv) The transferee and each of its owners specified by Franchisor will agree to be bound by all of the terms and conditions of Franchisor's then-current form of franchise agreement and sign the ancillary agreements and documents Franchisor requires for franchisees and any principal.
- (v) Franchisee and the transferee and its owners have agreed to and delivered to Franchisor the material terms and conditions that will comprise the purchase and sale agreement for the Operating Assets and all other assets to be included in the sale of the Bumper Business.
- (vi) Franchisee or the transferee pays to Franchisor a Transfer Fee in
connection with the Transfer which includes the fee for Initial Training as required above.
(vii) Franchisee (and its Principal(s) if Franchisee is an Entity) and Franchisor have executed a general release, in a form satisfactory to Franchisor, releasing Franchisor Indemnitees from any and all claims arising out of the operation of the Bumper Business, excluding claims related to the operation of the Bumper Business by Franchisee or any Principal which have not been expressly assumed by the transferee and its owners and those claims which cannot be released under Applicable Law.
(viii) Franchisee and each Principal must have complied with any other conditions that Franchisor reasonably requires from time to time as part of its transfer policies, provided that such conditions will not be more stringent than any conditions otherwise imposed on new franchisees signing the then-current franchise agreement.
Source: Item 23 — RECEIPTS (FDD pages 45–180)
What This Means (2025 FDD)
According to the 2025 Bumper Man Franchise Disclosure Document, transferring any ownership or control of the Bumper Man business requires the franchisor's prior written approval. Specifically, this applies to transferring the Franchise Agreement, control of the franchisee, or substantially all of the franchisee's assets. This requirement extends to any series of transfers that, when combined, effectively transfer the agreement or control of the franchisee.
Bumper Man mandates that any transfer of equity interest in the franchisee or the ownership, possession, or control of the Bumper Man business must occur alongside a transfer of the Franchise Agreement itself. This ensures that the franchisor maintains oversight and approval of who is operating a Bumper Man franchise.
Prior to any transfer, Bumper Man has the right of first refusal to purchase the operating assets of the Bumper Man business. If Bumper Man does not exercise this right, the franchisor will only approve a transfer if certain conditions are met. These conditions include ensuring all outstanding fees and reports are current, the transferee meets the franchisor's standards for franchisees, the transferee completes initial training, and the transferee agrees to be bound by the current franchise agreement. Additionally, the franchisee or transferee must pay Bumper Man a transfer fee, which includes the fee for initial training.