Does Cicis have the right to assign its right of first refusal to a third party?

According to Cicis's 2025 Franchise Disclosure Document, Cicis retains the unrestricted right to assign its right of first refusal to a third party. This means that if a franchisee decides to sell their Cicis franchise, they must first offer Cicis the opportunity to purchase it. However, Cicis can then assign this right to another party, allowing that third party to purchase the franchise instead.

If a franchisee (or their owners) desires to engage in a transfer, they must obtain a bona fide, executed written offer from a responsible and fully disclosed buyer. This offer must include details of the payment terms and financing. The proposed purchase price must be a dollar amount, and the buyer must submit an earnest money deposit equal to at least five percent of the offering price.

Within 30 days of receiving a copy of the offer and any requested information, Cicis can elect to purchase the interest at the price and terms of the offer. If Cicis exercises this right, they have 30 days to complete the purchase. However, Cicis has the unrestricted right to assign this right of first refusal to a third party, who will then have the right to purchase the franchise under the same terms.

This clause gives Cicis significant flexibility in managing franchise transfers and potentially allows them to benefit financially from the sale of a franchise without directly purchasing it themselves. A prospective franchisee should consider the implications of this clause, as it adds a layer of complexity to any future sale of their franchise and could impact the pool of potential buyers.