Does Cinch I.T. have sole discretion to approve or disapprove the sale of a Cinch I.T. Development Area?

CH FRANCHISE, LLC Multi-Unit Dev. Agreement April 30, 2024

material default of this Agreement.

• (c) Any assignment, transfer or other disposition by You or Your affiliate of a single-unit CINCH I.T. Franchised Business within the Development Area will be governed by the Franchise Agreement to which the single-unit CINCH I.T. Franchised Business is bound.
• (d) Subject to the other provisions of Section 8 herein, including Section 8.2(c) above and Section 8.2(e) below, if You wish to sell, transfer or otherwise assign any portion, or all, of the Development Area, You shall notify Us in writing, and We will then approve or disapprove the same in Our sole discretion, and in addition, We may require any or all of the following as conditions of Our approval:
  • (i) All of Your and Your affiliates' accrued monetary obligations and all other outstanding obligations to Us, Our affiliates and suppliers must be fully paid and satisfied;
  • (ii) You and Your affiliates must not be in default of any provision of Your Franchise Agreements, any amendments thereof or successors thereto, or any other agreement between You or Your affiliates and Us, Our subsidiaries or affiliates;
  • (iii) You and each of Your affiliates, shareholders, members, partners, officers, managers and directors must sign a general release, under seal, the consideration for which shall be the approval of the transfer, in a form satisfactory to Us, of any and all claims against Us and Our affiliates, managers, officers, directors, members, shareholders and employees, in their corporate and individual capacities, including, without limitation, claims arising under federal, state and local laws, rules and ordinances;
  • (iv) The transferee must enter into a written assignment, under seal and in a form satisfactory to Us, assuming and agreeing to discharge all of Your obligations under this Agreement and the relevant Franchise Agreement(s), and the transferee's principals, individually, shall guarantee the performance of all these obligations in writing in a form satisfactory to Us;
  • (v) The transferee must demonstrate to Our satisfaction that the transferee meets Our then-current educational, managerial and business standards; possesses a good moral character, business reputation and credit rating; has the aptitude and ability to open and operate the CINCH I.T. Franchised Businesses (as may be evidenced by prior related experience or otherwise); has at least the same managerial and financial acumen required of new Multi-Unit Developers; and has sufficient equity capital, as determined by Us in Our sole discretion, to open and operate the CINCH I.T. Franchised Businesses required under the terms of this Multi-Unit Development Agreement;
  • (vi) At Our option, the transferee must sign (and, upon Our request, shall cause all interested parties to sign), for a term ending on the expiration date of each

of the Franchise Agreement(s) and with the renewal term as may be provided by the Franchise Agreement(s), the standard form of Franchise Agreement, and concurrently sign, for a term ending on the expiration date of this Agreement, the standard form of Multi-Unit Development Agreement then being offered to new Multi-Unit Developers and any other ancillary agreements as We may require for the CINCH I.T.

Source: Item 23 — RECEIPTS (FDD pages 60–269)