If Hck Hot Chicken exercises its right of first refusal, when must the transaction close?
Hck_Hot_Chicken Franchise · 2025 FDDAnswer from 2025 FDD Document
If Franchisor elects to exercise the ROFR, Franchisor or its nominee, as applicable, shall send written notice of such election to Franchisee within 60 days of receipt of Franchisee's request (the "ROFR Period").
If Franchisor accepts such offer, the training and transfer/administrative fees due by Franchisee in accordance with this Agreement shall be waived by Franchisor, and the closing of the transaction shall occur within 60 days following the date of Franchisor's acceptance.
Any material change in the terms of an offer prior to closing (or the failure to close the transaction within 60 days following the written notice provided by Franchisee) shall cause it to be deemed a new offer, subject to the same right of first refusal by Franchisor, or its third party designee, as in the case of the initial offer.
Source: Item 21 — FINANCIAL STATEMENTS (FDD page 54)
What This Means (2025 FDD)
According to Hck Hot Chicken's 2025 Franchise Disclosure Document, if Hck Hot Chicken decides to exercise its right of first refusal (ROFR) regarding a franchise transfer, the closing of the transaction must occur within 60 days following the date of Hck Hot Chicken's acceptance of the offer.
This means that once a franchisee notifies Hck Hot Chicken of their intent to sell or transfer their franchise, Hck Hot Chicken has a period to decide whether it wants to purchase the franchise itself. If Hck Hot Chicken chooses to buy the franchise, the finalization of the purchase (the closing) must happen within 60 days from the date Hck Hot Chicken formally accepts the franchisee's offer.
This clause ensures a relatively quick resolution if Hck Hot Chicken decides to exercise its ROFR, providing a clear timeline for the franchisee. It also waives the training and transfer/administrative fees typically due by the franchisee during a transfer, which could be a financial benefit to the franchisee in this scenario. However, any material change in the terms of the offer prior to closing, or failure to close within the 60 day window, is considered a new offer, which restarts the ROFR process.