Is Lees Famous Recipe's consent required for a franchisee to transfer their business or assets?

the articles of incorporation, operation agreement, organizational documents, and a list of all shareholders or members having beneficial ownership, reflecting their respective interest in the assignee entity.

• C. Your Assignment or Sale of Substantially all of Your Assets. You understand that we have granted the Franchise under this Agreement in reliance upon the individual or collective character, aptitude, attitude, business ability and financial capacity of you (and, if applicable, your Principal Owners). You (and your Principal Owners) will not transfer (whether voluntary or involuntary), assign or otherwise dispose of, in one or more transactions, your business, the Restaurant, substantially all or all of the assets of the Restaurant, this Agreement or any equity or voting interest in you unless you obtain our prior written consent. We may, in our sole discretion, grant or withhold our consent to an assignment of this Agreement for any reason. If we elect to grant out consent, then in addition to other requirements, we may condition our consent upon your satisfaction of and compliance with the following conditions:

  • 1. All of your accrued monetary obligations to us and our affiliates have been satisfied, and you otherwise are in good standing under this Agreement and any other agreement between you and us;
  • 1. The transferee (or the Operating Principal of the transferee, if applicable) is approved by us and demonstrates to our satisfaction that they meet our managerial, financial and business standards for new Lee's Famous Recipe Restaurants, possess a good business reputation and credit rating, and have the aptitude and ability to conduct the franchised business. You understand that we may communicate directly with the transferee during the transfer process to respond to inquiries, as well as to ensure that the transferee meets our qualifications;
  • 1. The transferee enters into a written agreement, in form satisfactory to us, assuming and agreeing to discharge all of your obligations and covenants under this Agreement for the remainder of the term under this Agreement, or, at our option, signs our then-current standard form of franchise agreement;
  • 1. The transferee, the new Operating Principal, and up to at least three (3) managers, including the new general manager and assistant managers (or their operating equivalent), successfully complete the initial training program required of new Lee's Famous Recipe franchisees;
• 1. If required, the lessor of the Authorized Location consents to your assignment or sublease of the premises to the transferee;
• 1. You pay us a transfer fee equal to fifty percent (50%) of our then-current initial franchise fee applicable to new Lee's Famous Recipe Restaurants (the "Transfer Fee"). Half of the Transfer Fee is payable upon your request of such transfer, and the remaining half is due when the transfer is complete;
• 1. You (and each Principal Owner, if applicable) sign a general release, in a form and substance satisfactory to us, of any and all claims against us and our affiliates, officers, directors, employees and agents, except to the extent limited or prohibited by applicable law;

Source: Item 22 — CONTRACTS (FDD pages 69–70)