What constitutes a 'transfer' of a Dryject franchise by the franchisee?
Dryject Franchise · 2025 FDDAnswer from 2025 FDD Document
- (c) You acknowledge and agree that the restrictions on transfer imposed herein are reasonable and are necessary to protect Our Franchise System; Our trade secrets and operating procedures; Our general high reputation and image; the Licensed Rights; as well as You and Our other DryJect franchisees. Any assignment or transfer permitted by this Agreement shall not be effective until We receive a completely executed copy of all transfer documents and consent to such transfer in writing. Under no circumstances will You have a right to transfer under this Agreement before the Franchised Business has commenced operations.
- (d) Your performance is of vital importance to the market position and Our overall image, and there are many subjective factors that comprise the process by which We select a suitable franchisee. Our consent to a transfer or assignment by You of the Franchise and Franchised Business shall, in addition to the other restrictions and requirements herein noted, remain a
subjective determination and shall consider, but not be limited to, whether:
(i) All obligations of Yours under this Agreement and all other franchise documents, and the relationship created under those agreements are being assumed by the transferee;
(ii) All ascertained debts of Yours to Us and Our affiliates have been paid;
(iii) You, at the time of the request to transfer and as of the date of transfer, are not in default under this Agreement or any other franchise agreement;
(iv) Except for other DryJect franchisees, the proposed transferee does not operate or participate in an entity that operates a franchise, license, or other business offering products and/or services similar to those offered by the Franchised Business;
(v) The proposed transferee meets all of Our requirements for new franchisees, including, but not limited to, good reputation and character, experience, business acumen, operational ability, financial strength and stability, willingness and ability to devote full time and best efforts to the operation of the Franchised Business and other business considerations as We may reasonably apply in evaluating new franchisees.
We must be provided all information about the proposed transferee as We may reasonably require;
Source: Item 17 — RENEWAL, TERMINATION, TRANSFER AND DISPUTE RESOLUTION (FDD pages 39–41)
What This Means (2025 FDD)
According to the 2025 Dryject FDD, the transfer of a franchise involves several considerations and restrictions to protect the franchise system. The FDD states that any assignment or transfer is not effective until Dryject receives a fully executed copy of all transfer documents and consents to the transfer in writing. A franchisee cannot transfer the franchise before the Franchised Business has commenced operations.
Dryject emphasizes that a franchisee's performance is vital to the brand's market position and overall image. Therefore, Dryject's consent to a transfer is a subjective determination. Dryject will consider several factors, including whether the proposed transferee assumes all of the franchisee's obligations under the franchise agreement, has paid all debts to Dryject and its affiliates, and is not in default under any franchise agreement.
Furthermore, the proposed transferee should not operate a similar business, unless they are an existing Dryject franchisee. The transferee must also meet all of Dryject's requirements for new franchisees, including demonstrating good reputation, character, experience, business acumen, operational ability, and financial strength. The prospective franchisee must also be willing and able to devote full time and effort to the Dryject business. Dryject requires all necessary information about the proposed transferee to make a fully informed decision.