What is the definition of 'transfer' in the context of the Hawaiian Bros Island Grill Development Agreement?
Hawaiian_Bros_Island_Grill Franchise · 2025 FDDAnswer from 2025 FDD Document
If Developer is a Business Entity, Developer must provide copies of its Charter Documents, any amendments thereto, resolutions of Developer's Board of Directors, managers, general partner or other managing body authorizing Developer to enter into and perform this Agreement, any certificates, buy-sell agreements or other documents restricting the sale or transfer of stock, and any other documents as may be reasonably required by Company to be furnished to Company prior to the execution of this Agreement. Developer further represents, warrants and covenants that it is duly organized and validly existing under the law of the state of its formation and is duly qualified and authorized to do business in each jurisdiction in which its business activities or the nature of the properties it owns requires such qualification.
Source: Item 23 — RECEIPTS (FDD pages 77–262)
What This Means (2025 FDD)
I am unable to provide a definition of 'transfer' as it relates to the Hawaiian Bros Island Grill Development Agreement, according to the 2025 Franchise Disclosure Document excerpts provided. While the excerpts contain numerous defined terms relevant to the Development Agreement, 'transfer' is not among them.
However, the document does refer to restrictions on the sale or transfer of stock in the context of a Business Entity acting as a Developer. Specifically, it mentions that if the Developer is a Business Entity, they must provide copies of any documents restricting the sale or transfer of stock. This suggests that there are indeed some limitations or procedures related to transferring ownership interests within the development entity.
A prospective Hawaiian Bros Island Grill franchisee should ask the franchisor for a clear and complete definition of what constitutes a 'transfer' under the Development Agreement, as well as any specific restrictions or requirements related to transfers of ownership or control.