What constitutes rejection of Mr. Sandless' right of first refusal regarding the purchase of my business?
Mr_Sandless Franchise · 2025 FDDAnswer from 2025 FDD Document
We shall have the irrevocable first right and option to purchase your Business on the same terms and conditions as any bona fide purchaser. If you receive an acceptable bona fide offer from a third party to purchase the Business or any or all of the Business's assets, you shall provide us with a copy of the written purchase offer, which offer shall contain all of the terms of the proposed sale and the identity of the proposed purchaser. At our request, the proposed purchaser shall promptly complete and submit to us a franchise application and any other information we deem necessary, in our discretion, to evaluate the proposed transferee. We may exercise this right of first refusal by notifying you of our decision to do so in writing within thirty (30) days after receipt of all items required above. Silence on our part shall constitute rejection of the right of first refusal. If we fail to exercise this option, all provisions relating to assignment of this Agreement remain in full force and effect. Our election not to exercise our option as to any offer shall not affect our right of first refusal as to any subsequent offer. Any sale or attempted sale without first giving us the right of first refusal shall be void and of no force or effect. Any material changes to the terms of the written purchase offer shall constitute a new offer, and we shall again have the right of first refusal described herein.
Source: Item 22 — CONTRACTS (FDD page 42)
What This Means (2025 FDD)
According to Mr. Sandless's 2025 Franchise Disclosure Document, Mr. Sandless has the first right of refusal to purchase your business if you receive an offer from a third party. This means that before you can sell your Mr. Sandless franchise to someone else, you must first offer it to Mr. Sandless on the same terms.
To initiate this process, you must provide Mr. Sandless with a copy of the written purchase offer, including all terms of the proposed sale and the identity of the potential buyer. Mr. Sandless can also request the proposed purchaser to submit a franchise application and any other information they deem necessary to evaluate the potential transfer.
Mr. Sandless has thirty (30) days after receiving all the required information to notify you in writing of their decision to exercise their right of first refusal. According to the FDD, if Mr. Sandless remains silent during this 30-day period, it will be interpreted as a rejection of their right of first refusal, allowing you to proceed with the sale to the third party, subject to other assignment conditions in the agreement.