What is the timeframe for completing the sale to the proposed buyer after Cicis waives its right of first refusal?
Cicis Franchise · 2025 FDDAnswer from 2025 FDD Document
If we do not exercise our right of first refusal, you or your owners may complete the sale to the proposed buyer on the original offer's terms, but only if we otherwise approve the Transfer in accordance with, and you (and your owners) and the transferee comply with the conditions in, Sections 5.B and 5.C above. If you do not complete the sale to the proposed buyer within 60 days after either we notify you that we do not intend to exercise our right of first refusal or the time our exercise expires, or if there is a material change in the terms of the sale (which you agree to tell us promptly), we or our designee will have an additional right of first refusal during the 30-day period following either the expiration of the 60-day period or our receipt of notice of the material change(s) in the sale's terms, either on the terms originally offered or the modified terms, at our or our designee's option.
Source: Item 23 — RECEIPTS (FDD pages 65–263)
What This Means (2025 FDD)
According to Cicis's 2025 Franchise Disclosure Document, if Cicis chooses not to exercise its right of first refusal, the franchisee has a limited time to complete the sale to the proposed buyer. Specifically, the franchisee must complete the sale within 60 days after Cicis notifies the franchisee that it will not exercise its right of first refusal, or after the time for Cicis to exercise its right expires.
However, this ability to complete the sale is contingent on the franchisee and the new buyer complying with specific conditions outlined in Sections 5.B and 5.C of the agreement, and Cicis otherwise approving the transfer. These sections likely contain stipulations regarding the buyer's qualifications, financial stability, and operational experience, ensuring they meet Cicis's standards for franchisees.
If the sale is not completed within this 60-day window, or if there is a material change in the terms of the sale, Cicis reserves the right to an additional 30-day period to exercise its right of first refusal. This clause protects Cicis from being presented with substantially altered sale terms after initially waiving their right, allowing them to reconsider the transfer under the new conditions. This also means that the sale of the franchise could potentially be delayed if Cicis identifies a material change in the sale terms.
It is important for a prospective Cicis franchisee to understand these timelines and conditions, as failure to adhere to them could result in Cicis reasserting its right of first refusal or potentially disapproving the transfer. Franchisees should maintain open communication with Cicis throughout the transfer process to ensure compliance and avoid any disruptions to the sale.