If a Buona franchisee dies or becomes mentally incapacitated, what is the deadline for the personal representative to transfer the franchisee's interest to an approved third party?

Question

Accepted Answer

| Provision                                                    | Section in Franchise Agreement | Summary                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          |
|--------------------------------------------------------------|--------------------------------------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|  |  | unless it was renovated within the last 5 years prior to the transfer; the new franchisee's organizational documents (i.e. operating agreement or bylaws) provide that further assignments or transfers are subject to the Franchise Agreement; you execute a guaranty for the new franchisee's obligations under your Franchise Agreement, as requested by us; and you obtain an assignment of the current lease or a new lease for existing premises of the Buona Business for a lease term (including renewal terms) equal to the franchise term. (See also s. below.) |
| o. | Section 15.9 | We can match any bona fide written offer from a |
| Our right of first refusal to |  | qualified third party for all or any part of your |
| acquire your business |  | Buona Businesses. |
| p. Our option to purchase your business | Section 17.2 | Upon expiration or termination, we have the right to purchase improvements, furniture, fixtures, equipment, advertising and promotional materials, ingredients, products, materials, supplies, paper goods and any items bearing our Marks at the then-current fair market value, but specifically excluding any value for goodwill or going concern value. If you and us cannot agree on a fair market value within a reasonable time, an independent appraiser shall be designated by us, and his/her determination of fair market value shall be binding. |
| q. Death or mental incapacity of you | Section 15.6 | Upon the death or mental incapacity of any person with an interest in the Franchise Agreement, your designated personal representative must transfer the interest of such person to an approved third party within 12 months after the event. |

Source: Item 17 — RENEWAL, TERMINATION, TRANSFER AND DISPUTE RESOLUTION (FDD pages 52–60)

If a Buona franchisee dies or becomes mentally incapacitated, what is the deadline for the personal representative to transfer the franchisee's interest to an approved third party?

Answer from 2025 FDD Document

What This Means (2025 FDD)

Provision	Section in Franchise Agreement	Summary
		unless it was renovated within the last 5 years prior to the transfer; the new franchisee's organizational documents (i.e. operating agreement or bylaws) provide that further assignments or transfers are subject to the Franchise Agreement; you execute a guaranty for the new franchisee's obligations under your Franchise Agreement, as requested by us; and you obtain an assignment of the current lease or a new lease for existing premises of the Buona Business for a lease term (including renewal terms) equal to the franchise term. (See also s. below.)
o.	Section 15.9	We can match any bona fide written offer from a
Our right of first refusal to		qualified third party for all or any part of your
acquire your business		Buona Businesses.
p. Our option to purchase your business	Section 17.2	Upon expiration or termination, we have the right to purchase improvements, furniture, fixtures, equipment, advertising and promotional materials, ingredients, products, materials, supplies, paper goods and any items bearing our Marks at the then-current fair market value, but specifically excluding any value for goodwill or going concern value. If you and us cannot agree on a fair market value within a reasonable time, an independent appraiser shall be designated by us, and his/her determination of fair market value shall be binding.
q. Death or mental incapacity of you	Section 15.6	Upon the death or mental incapacity of any person with an interest in the Franchise Agreement, your designated personal representative must transfer the interest of such person to an approved third party within 12 months after the event.