Must a Crisp & Green franchisee and their Principal Owners be in compliance with all agreements to transfer the franchise?
Crisp_Green Franchise · 2024 FDDAnswer from 2024 FDD Document
pt to the extent limited or prohibited by applicable law, execute a general release, in form and substance satisfactory to us, of any and all claims against us and our Affiliates, stockholders, officers, directors, employees, agents, successors and assigns;
- (i) we must not have disapproved the material terms and conditions of such transfer (including the price and terms of payment) on the basis that they are so burdensome as to be likely, in our judgment, to adversely affect the transferee's operation of the Franchised Restaurant or its compliance with its franchise agreements and any development agreements;
- (j) if you (or any of your Principal Owners or Affiliates) finance any part of the sale price of the transferred interest, you and/or your Principal Owners or Affiliates must agree that all
obligations of the transferee, and security interests reserved by any of them in the assets of the Franchised Restaurant, will be subordinate to the transferee's obligations to pay all amounts due us and our Affiliates and to otherwise comply with this Agreement or the new franchise agreement executed by the transferee;
- (k) you (and your Immediate Family) will not, for two (2) years beginning on the transfer's effective date, engage in any of the activities proscribed in Section 16.03 below; and
- (l) you and your Principal Owners and Affiliates must execute such other documents and do such other things as we may reasonably require to protect our rights under this Agreement and under any development agreement.
- 13.03 Effect of Approval.
Source: Item 23 — RECEIPTS (FDD pages 66–252)
What This Means (2024 FDD)
According to Crisp & Green's 2024 Franchise Disclosure Document, a franchisee and their Principal Owners must adhere to specific requirements when transferring a franchise.
Specifically, the franchisor must not disapprove of the transfer's material terms and conditions if they are likely to adversely affect the transferee's operation or compliance with franchise agreements. If the franchisee or their Principal Owners finance any part of the sale, they must agree that the transferee's obligations to Crisp & Green take precedence over any security interests they hold in the franchise assets. Additionally, the franchisee and their Immediate Family cannot engage in activities proscribed in Section 16.03 for two years following the transfer.
Furthermore, the franchisee, their Principal Owners, and Affiliates must execute any documents and undertake actions reasonably required by Crisp & Green to protect its rights under the franchise agreement or any development agreement. However, these conditions do not apply to transfers within the franchisee's Immediate Family or the Immediate Family of a current Principal Owner, except for sections 13.06 and 13.02(h) or (j).