What are the specific requirements for the written notice that must be submitted to Counselor Realty for a pending transfer?
Counselor_Realty Franchise · 2025 FDDAnswer from 2025 FDD Document
entity, by contract or otherwise.
- 9.2 Other Conditions to Transfer. You must apply for our consent by submitting written notice of the pending transfer, with a complete application, signed by you and by the proposed transferee, and payment of the transfer fee, at least 60 days before the proposed transfer date. The transfer fee is $2,000 and applies to all transfers (excluding transfers described in, and in accordance with, the second to last sentence of Section 9.1). We may specifically withhold consent if: (i) you do not pay all amounts you owe to Counselor or its affiliates or to your suppliers; (ii) you (or the transferee) do not complete the repair, maintenance or upgrade of the Business' facility, fixtures, equipment, and signage to then-current System standards; or (iii) all shareholders or owners of the transferee do not execute the guaranty of the new Agreement.
- 9.3 Franchisee Death or Disability. Your death, disability or incapacity (or of a principal officer, director or partner of Franchisee) is also a "transfer." Your executor, heir or legal representative (or the corporation or partnership, if an entity) must apply within 60 days of the death or incapacity for our cons
Source: Item 22 — CONTRACTS (FDD page 32)
What This Means (2025 FDD)
According to Counselor Realty's 2025 Franchise Disclosure Document, a franchisee must submit written notice to Counselor Realty when proposing a transfer of their franchise. This notice must be submitted at least 60 days before the proposed transfer date. The notice must include a complete application signed by both the franchisee and the proposed transferee. Additionally, the franchisee must include payment of the transfer fee, which is $2,000. This fee applies to all transfers with specific exceptions as described in Section 9.1.
This requirement ensures that Counselor Realty has ample time to evaluate the proposed transfer and the qualifications of the potential transferee. It also allows Counselor Realty to ensure that all outstanding financial obligations are met and that the physical condition of the business meets the brand's standards. The 60-day notice period is a fairly standard practice in franchising, providing the franchisor with sufficient time for due diligence.
Failure to provide the required notice, complete application, and transfer fee could result in Counselor Realty withholding consent for the transfer. Additionally, Counselor Realty may withhold consent if the franchisee has outstanding debts to Counselor Realty or its affiliates, if the business's facilities do not meet current system standards, or if all owners of the transferee do not execute a guaranty of the new agreement. Therefore, it is crucial for franchisees to adhere to these requirements to facilitate a smooth transfer process.
It's important to note that a transfer is also defined as the death, disability, or incapacity of the franchisee (or a principal officer, director, or partner). In such cases, the franchisee's executor, heir, or legal representative must apply for consent to transfer the agreement within 60 days of the event, satisfying the conditions mentioned above.