If Itan decides to purchase the franchisee's interest, how long does Itan have to prepare for closing?
Itan Franchise · 2025 FDDAnswer from 2025 FDD Document
We have 30 days after receiving the offer to decide whether to purchase the interest for the same price and upon the same terms contained in the offer, except we may substitute cash for any non-cash form of payment proposed in the offer.
If we notify you within the 30-day period that we intend to purchase the interest, you or the Owner, as applicable, must sell the interest to us.
We will have an additional 60 days to prepare for closing.
You or the Owner, as applicable, must provide us with all customary representations and warranties regarding the title to and condition of the assets or Equity Interest that we purchase, or at our option, the representations and warranties contained in the offer.
If we do not exercise our right of first refusal, you or the Owner, as applicable, may complete the Transfer to the purchaser pursuant to the terms of the offer, subject to the requirements of §19.2, including our approval of the transferee.
If the sale is not completed within 120 days after we receive the offer, or there is a material change to the terms of sale, we will again have the right of first refusal specified in this Section.
Our right of first refusal shall not apply to a Permitted Transfer.
Source: Item 23 — RECEIPT (FDD pages 44–190)
What This Means (2025 FDD)
According to Itan's 2025 Franchise Disclosure Document, if a franchisee wishes to transfer their interest, they must first obtain a bona-fide offer from a purchaser after due diligence and send it to Itan. Itan then has 30 days to decide whether to purchase the interest under the same terms, although Itan can substitute cash for any non-cash payment proposed in the offer.
If Itan decides to purchase the franchisee's interest, Itan will notify the franchisee within the 30-day period. After notifying the franchisee of their intent to purchase the interest, Itan has an additional 60 days to prepare for closing. During this period, the franchisee must provide all customary representations and warranties regarding the title and condition of the assets or equity interest being purchased, or at Itan's option, the representations and warranties contained in the offer.
If Itan does not exercise its right of first refusal, the franchisee may proceed with the transfer to the original purchaser, subject to certain requirements, including Itan's approval of the transferee. However, if the sale is not completed within 120 days after Itan receives the offer, or if there is a material change to the terms of sale, Itan will have the right of first refusal again. This right of first refusal does not apply to a Permitted Transfer.