How does Ella Cafe notify the franchisee of its intent to exercise the call option?

According to Ella Cafe's 2024 Franchise Disclosure Document, if Ella Cafe desires to exercise its Call Option, it must provide written notice, referred to as the "Call Option Notice," to the franchisee or other company member. The closing of the Call Option must occur no later than 90 days after the franchisee or company member receives this notice.

Upon receiving the Call Option Notice, the franchisee or company member is required to represent and warrant that they have full right, title, and interest in the Membership Interests being purchased, possess the authority to sell such interests, and that these interests are free from any liens, except those arising from the Franchise Agreement. Ella Cafe, or its authorized designee, will pay the Call Option Purchase Price via certified or official bank check or wire transfer of immediately available funds.

The franchisee or any other company member must execute and deliver all necessary documents to facilitate the transfer and sale of their Membership Interests when Ella Cafe exercises its Call Option. By entering into the agreement, the franchisee acknowledges the sufficiency of the consideration and the adequacy of the Call Option Purchase Price valuation, waiving any right to contest the adequacy of consideration in the future. This Call Option is exclusively for the benefit of Ella Cafe or its authorized designee.