If a Dog Haus Area Developer's Agreement is assumed or assigned during bankruptcy proceedings, what information must be included in the notice to the Franchisor?
Dog_Haus Franchise · 2025 FDDAnswer from 2025 FDD Document
Area Developer shall promptly provide Franchisor with written notice (stating such information as Franchisor may from time to time require) of each and every transfer, assignment and encumbrance by any Area Developer Owner of any direct or indirect Equity or voting rights in Area Developer, notwithstanding that the same may not constitute an "Assignment" as defined under this Article 9.
- 9.3.
Right of First Refusal.
Except with respect to a "Qualified Assignment", if Area Developer or an Owner receive a bona fide written offer ("Third Party Offer") from a third party (the "Proposed Buyer") to purchase or otherwise acquire any interest in Area Developer which will result in an Assignment within the meaning of this Agreement, Area Developer or the Proposed Buyer, shall, within five (5) days after receiving the Third Party Offer and before accepting it, apply to Franchisor in writing for Franchisor's consent to the proposed Assignment.
To constitute a bona fide written offer, the Third Party Offer must also apply to all of the Dog Haus Restaurants then owned and operated by Area Developer in the Development Area.
- Area Developer, or the Proposed Buyer, shall attach to its application for consent to complete the transfer a copy of the Third Party Offer together with (i) information relating to the proposed transferee's experience and qualifications; (ii) a copy of the proposed transferee's current financial statement; and (iii) any other information material to the Third Party Offer, proposed transferee and proposed assignment or that Franchisor requests.
Source: Item 23 — RECEIPTS (FDD pages 87–328)
What This Means (2025 FDD)
According to Dog Haus's 2025 Franchise Disclosure Document, an Area Developer must promptly provide Dog Haus with written notice of each transfer, assignment, and encumbrance by any Area Developer Owner of any direct or indirect Equity or voting rights in Area Developer. This requirement applies regardless of whether the event constitutes an "Assignment" as defined in the agreement.
If an Area Developer or Owner receives a bona fide written offer from a third party (the "Proposed Buyer") to purchase or acquire any interest in Area Developer, which would result in an Assignment, the Area Developer or Proposed Buyer must apply to Dog Haus in writing for consent to the proposed Assignment within five days of receiving the offer and before accepting it. The Third Party Offer must apply to all Dog Haus Restaurants then owned and operated by the Area Developer in the Development Area to be considered bona fide.
The application for consent must include a copy of the Third Party Offer, information about the proposed transferee's experience and qualifications, a copy of the proposed transferee's current financial statement, and any other information material to the Third Party Offer, proposed transferee, and proposed assignment that Dog Haus requests. This ensures Dog Haus has sufficient information to evaluate the proposed transfer and protect its interests.