TRANSFERABILITY OF INTEREST. A. Franchisee understands and acknowledges that the rights and duties set forth in this Agreement are personal to Franchisee, and that Franchisor has granted this franchise in reliance on the business skill, financial capacity, and character of Franchisee and its general partners, controlling shareholders or controlling individuals. Franchisee shall retain ownership of the Hotel except as may be otherwise approved by Franchisor in writing. Accordingly, neither Franchisee nor any immediate or remote successor to any part of Franchisee’s interest in this franchise, or any individual, partnership, corporation, or other legal entity that directly or indirectly owns or controls any interest (other than interests of limited partners) in this franchise or in Franchisee, shall sell, assign (collaterally or otherwise) transfer, convey, mortgage, grant a security interest or otherwise encumber (each, a “Transfer”) any direct or indirect interest in this franchise (including any ownership interest in Franchisee or any controlling (greater than 15%) interest in any entity that controls Franchisee, but excluding interests of limited partners, if any), and no Transfer of this Agreement, the Franchised Business, or a substantial portion of the assets (including building and real estate) of the Franchised Business shall occur without the prior written consent of Franchisor. Except as otherwise provided in this Section XV and Section XVI., any Transfer addressed in the immediately preceding sentence, by operation of law, sale of stock or otherwise, not having the prior written consent of Franchisor will be a material default under this Agreement giving Franchisor the right to terminate this Agreement pursuant to Paragraph XVII.B.4. and seek injunctive relief as well as monetary damages. Notwithstanding anything to the contrary in this Agreement, Franchisor shall have the right to withhold its consent to any Transfer of any interest in this Agreement, Franchisee or any entity that controls Franchisee if Franchisee is in default hereunder. B. Except as prohibited under Paragraph XX.F., Franchisor shall not require approval of the Transfer of all or any part of the assets of the Franchised Business (excluding this franchise, this Agreement, and any stock, partnership or other interests in Franchisee) to banks or other lending institutions that are not a Competitor (as defined herein) or an Affiliate of a Competitor for purposes of any refinancing or as collateral securing a loan made directly to or for the benefit of the Franchised Business. C. Subject to Paragraph XV.D, Franchisor shall not unreasonably withhold its consent to a Transfer of any interest in this franchise, Franchisee, this Agreement, the Franchised Business, or in a substantial portion of the assets (including building and real estate) of the Franchised Business; provided, however, if a Transfer, alone or together with other previous, simultaneous or proposed Transfers, would result in the Transfer of a controlling interest (as reasonably determined by Franchisor) in this franchise, Franchisee, the entity that controls Franchisee, this Agreement, or the Franchised Business, or substantially all of the assets (including building and real estate) of the Franchised Business, Franchisor may, in its sole discretion, require any or all of the following as a condition of its approval: 1. Franchisee shall satisfy all of Franchisee’s accrued monetary obligations to Franchisor, its subsidiaries and Affiliates, and shall execute a general release in a form prescribed by Franchisor of any and all claims against Franchisor, its subsidiaries and Affiliates, and their respective officers, directors, agents and employees; 2. Franchisee shall provide Franchisor with a true and complete copy of the purchase and sale agreement or similar document covering the transaction; 3. the proposed transferee shall submit to Franchisor an application, in the form prescribed by Franchisor, for a new franchise agreement to replace this Agreement for its unexpired term, and shall pay to Franchisor a transfer fee (which fee shall be refunded, less Ten Thousand Dollars ($10,000) to cover Franchisor’s cost of processing the application, in the event the application is disapproved). The amount of the transfer fee shall be equal to the amount of the application fee then being charged by Franchisor per room for System franchises for new development multiplied by the number of rooms in the Hotel or the minimum amount per hotel then being charged by Franchisor for System franchises for new development, whichever amount is greater. In the event that the Transfer involves multiple hotels, must be completed within a short timeframe, or involves other complications such that Franchisor determines in its Reasonable Business Judgment that it is necessary to obtain outside counsel to complete the Transfer, Franchisor shall have the right to require Franchisee to pay its outside counsel fees in connection with such Transfer. If, prior to the submission of an application, Franchisee desires Franchisor to review the Hotel to determine the renovations necessary to bring the Hotel into good repair and to conform the Hotel to Franchisor’s then current standards to transfer, Franchisor may charge its then current Property Improvement Plan (“PIP”) fee (currently, Five Thousand Dollars ($5,000)) to cover Franchisor’s costs associated with such PIP and consent review under this Paragraph XV.
Appears in 2 contracts
Samples: Franchise Agreement, Franchise Agreement (Apple REIT Seven, Inc.)
TRANSFERABILITY OF INTEREST. A. This Agreement and all rights hereunder can be assigned and transferred by Franchisor and, if so, shall be binding upon and inure to the benefit of Franchisor's successors and assigns; provided, however, that with respect to any assignment resulting in the subsequent performance by the assignee of the functions of Franchisor, the assignee shall: (i) at the time of such assignment, be financially responsible and economically capable of performing the obligations of Franchisor hereunder; and (ii) expressly assume and agree to perform such obligations.
B. Franchisee understands and acknowledges that shall not transfer, sell or assign fifteen percent (15%) or more of the assets used in the Franchised Business or any ownership interest licensed hereunder without the written consent of Franchisor.
C. The rights and duties of Franchisee as set forth in this Agreement Agreement, and the franchise herein granted, are personal to Franchisee, and that Franchisor has granted agreed to enter into this franchise contract with Franchisee in reliance on the business skill, upon Franchisee's personal skill and financial capacity, and character of Franchisee and its general partners, controlling shareholders or controlling individuals. Franchisee shall retain ownership of the Hotel except as may be otherwise approved by Franchisor in writingability. Accordingly, neither Franchisee nor any successor of Franchisee, either immediate or remote successor remote, to any part of Franchisee’s 's interest in this franchiseAgreement may sell, assign, transfer, convey, give away, pledge, mortgage or otherwise encumber any interest in this Agreement or in the franchise granted hereby. Any purported assignment or transfer, whether by operation of law or otherwise, or encumbrance of all or any individualpart of Franchisee's rights, partnershipor of all or any part of Franchisee's company under this Agreement, or of all or any part of the operating control of the business of Franchisee, shall be null and void and shall constitute a material breach of this Agreement, for which breach Franchisor may then terminate this Agreement without notice or opportunity to cure, unless such assignment, transfer or encumbrance has the prior written consent of Franchisor.
D. If Franchisee desires to sell or transfer all or any part of its interest in this Agreement and Franchise, or all or any part of the company which operates the Franchised Business, to any transferee, Franchisee shall first obtain the written consent of Franchisor to such transaction, which consent will be conditioned upon the satisfaction of the following conditions:
1. All obligations owed to Franchisor and all other outstanding obligations relating to the Franchised Business shall be fully paid and satisfied.
2. Unless prohibited by the law of the state where the Franchise is located, Franchisee shall have executed a general release, in a form satisfactory to Franchisor, of any and all claims against Franchisor including its officers, directors, shareholders and employees, in their corporate and individual capacities, including, without limitation, claims arising under federal, state and local laws, rules and ordinances, and any other matters incident to the termination of this Agreement or to the transfer of Franchisee's interest herein or to the transfer of Franchisee's ownership of all or any part of the business which operates this Franchise. If a general release is prohibited, Franchisee shall give the maximum release allowed by law.
3. The transferee shall have satisfied Franchisor that it meets Franchisor's management, business and financial standards and otherwise possesses the character and capabilities, including business reputation and credit rating, as Franchisor may require to demonstrate ability to conduct the Franchised Business.
4. The transferee and, at Franchisor's option, all persons owning any interest in the transferee, shall execute the then-current Franchise Agreement for new franchisees which may be substantially different from this Agreement, including, without limitation, differences in Sales Commissions, territorial protection and other material provisions. The Franchise Agreement then executed shall be for the term specified in such Agreement.
5. The transferee shall have executed a general release, in a form satisfactory to Franchisor, of any and all claims against Franchisor and its officers, directors, shareholders and employees, in their corporate and individual capacities, with respect to any representations regarding the franchise or the business conducted pursuant thereto or any other matter that may have been made to the transferee by the selling Franchisee.
6. Franchisee shall have provided Franchisor with a complete copy of all contracts and agreements and related documentation between Franchisee and the transferee relating to the sale or transfer of the franchise.
E. Franchisee shall have paid to Franchisor a transfer fee in the amount of twenty percent (20%) of the then-current initial Franchise Fee. (Up to $1,500 per town or city; multiple zip codes within one town or city still constitute a single franchise)
F. Franchisee agrees to continue to be bound to the obligations of the new Franchise Agreement and to guarantee the full performance thereof by the transferee, if required by Franchisor.
G. If Franchisee wishes to transfer this Agreement or any interest therein to a corporation, limited liability company or other legal entity that directly or indirectly owns or controls any interest (other than interests of limited partners"Entity") in this franchise or in which shall be entirely owned by Franchisee, which Entity is being formed for the financial planning, tax or other convenience of Franchisee, Franchisor's consent to such transfer shall sellbe conditioned upon the following requirements:
1. The Entity shall be newly organized and its charter shall provide that its activities are confined exclusively to the operation of the Franchised Business.
2. Franchisee shall retain total ownership of the outstanding stock or other capital interest in the transferee Entity, assign (collaterally and Franchisee shall act as the principal officer or otherwise) transferofficers and directors thereof.
3. All obligations of Franchisee to Franchisor or any affiliate shall be fully paid and satisfied prior to Franchisor's consent.
4. The Entity assignee shall enter into a written agreement with Franchisor expressly assuming the obligations of this Agreement and all other agreements relating to the operation of this Franchised Business. If the consent of any other contracting party to any such agreement be required, conveyFranchisee shall have obtained such written consent and provided the same to Franchisor prior to consent by Franchisor.
5. All owners of the stock or other ownership interest of the transferee Entity shall enter into an agreement with Franchisor, mortgagejointly and severally, grant guaranteeing the full payment of the Entity's obligations to Franchisor and the performance by the Entity of all the obligations of the Agreement.
6. Each stock certificate or other ownership interest certificate of the Entity shall have conspicuously endorsed upon the face thereof of a security interest statement in a form satisfactory to Franchisor that it is held subject to, and that further assignment or otherwise encumber (eachtransfer thereof is subject to, all restrictions imposed upon transfers and assignments by this Agreement.
7. Copies of the transferee Entity's Articles of Incorporation, Bylaws, Operating Agreement, and other governing regulations or documents, including resolutions of the Board of Directors authorizing entry into this Agreement, shall be promptly furnished to Franchisor. Any amendment to any such documents shall also be furnished to Franchisor immediately upon adoption.
8. The term of the transferred franchise shall be the unexpired term of this Agreement.
9. Franchisor's consent to a “Transfer”) transfer of any direct or indirect interest in this franchise (including Agreement or of any ownership interest in the Franchised Business shall not constitute a waiver of any claims Franchisor may have against the transferor or the transferee, nor shall it be deemed a waiver of Franchisor's right to demand compliance with the terms of this Agreement.
H. Franchisor may, without liability of any kind or nature whatsoever to Franchisee, make available for inspection by any intended transferee of Franchisee all or any controlling (greater than 15%) interest in any entity that controls Franchisee, but excluding interests part of limited partners, if any), and no Transfer of Franchisor's records relating to this Agreement, the Franchised Business, or a substantial portion to the history of the assets (including building and real estate) relationship of the Franchised Business parties hereto. Franchisee hereby specifically consents to such disclosure by Franchisor and absolutely releases and agrees to hold Franchisor harmless from and against any claim, loss or injury resulting from an inspection of Franchisor's records relating to this franchise by an intended transferee identified by Franchisee.
I. Franchisee shall occur not , without the prior written consent of Franchisor. Except as otherwise provided in this Section XV and Section XVI., any Transfer addressed in place in, on or upon the immediately preceding sentence, by operation location of law, sale of stock or otherwise, not having the prior written consent of Franchisor will be a material default under this Agreement giving Franchisor the right to terminate this Agreement pursuant to Paragraph XVII.B.4. and seek injunctive relief as well as monetary damages. Notwithstanding anything to the contrary in this Agreement, Franchisor shall have the right to withhold its consent to any Transfer of any interest in this Agreement, Franchisee or any entity that controls Franchisee if Franchisee is in default hereunder.
B. Except as prohibited under Paragraph XX.F., Franchisor shall not require approval of the Transfer of all or any part of the assets of the Franchised Business (excluding this franchise, this Agreement, and any stock, partnership or other interests in Franchisee) to banks or other lending institutions that are not a Competitor (as defined herein) or an Affiliate of a Competitor for purposes of any refinancing or as collateral securing a loan made directly to or for the benefit of the Franchised Business.
C. Subject to Paragraph XV.D, Franchisor shall not unreasonably withhold its consent to a Transfer of any interest in this franchise, Franchisee, this Agreement, the Franchised Business, or in a substantial portion any communication media, any form of advertising relating to the assets (including building and real estate) sale of the Franchised Business; provided, however, if a Transfer, alone or together with other previous, simultaneous or proposed Transfers, would result in the Transfer of a controlling interest (as reasonably determined by Franchisor) in this franchise, Franchisee, the entity that controls Franchisee, this Agreement, Business or the Franchised Business, or substantially all of the assets (including building and real estate) of the Franchised Business, Franchisor may, in its sole discretion, require any or all of the following as a condition of its approval:
1. Franchisee shall satisfy all of Franchisee’s accrued monetary obligations to Franchisor, its subsidiaries and Affiliates, and shall execute a general release in a form prescribed by Franchisor of any and all claims against Franchisor, its subsidiaries and Affiliates, and their respective officers, directors, agents and employees;
2. Franchisee shall provide Franchisor with a true and complete copy of the purchase and sale agreement or similar document covering the transaction;
3. the proposed transferee shall submit to Franchisor an application, in the form prescribed by Franchisor, for a new franchise agreement to replace this Agreement for its unexpired term, and shall pay to Franchisor a transfer fee (which fee shall be refunded, less Ten Thousand Dollars ($10,000) to cover Franchisor’s cost of processing the application, in the event the application is disapproved). The amount of the transfer fee shall be equal to the amount of the application fee then being charged by Franchisor per room for System franchises for new development multiplied by the number of rooms in the Hotel or the minimum amount per hotel then being charged by Franchisor for System franchises for new development, whichever amount is greater. In the event that the Transfer involves multiple hotels, must be completed within a short timeframe, or involves other complications such that Franchisor determines in its Reasonable Business Judgment that it is necessary to obtain outside counsel to complete the Transfer, Franchisor shall have the right to require Franchisee to pay its outside counsel fees in connection with such Transfer. If, prior to the submission of an application, Franchisee desires Franchisor to review the Hotel to determine the renovations necessary to bring the Hotel into good repair and to conform the Hotel to Franchisor’s then current standards to transfer, Franchisor may charge its then current Property Improvement Plan (“PIP”) fee (currently, Five Thousand Dollars ($5,000)) to cover Franchisor’s costs associated with such PIP and consent review under this Paragraph XVrights granted hereunder.
Appears in 2 contracts
Samples: Franchise Agreement (YTB International, Inc.), Franchise Agreement (YTB International, Inc.)
TRANSFERABILITY OF INTEREST. A. This Agreement and all rights hereunder can be assigned and transferred by Franchisor and, if so, shall be binding upon and inure to the benefit of Franchisor's successors and assigns; provided, however, that with respect to any assignment resulting in the subsequent performance by the assignee of the functions of Franchisor, the assignee shall:
1. At the time of such assignment, be financially responsible and economically capable of performing the obligations of Franchisor hereunder; and
2. Expressly assume and agree to perform such obligations. Specifically, and without limitation to the foregoing, Franchisee understands expressly agrees that Franchisor may sell its assets, Marks or System outright to a third party; may make a public offering of securities; may engage in a private placement of some or all of its securities; may merge, acquire other corporations or entities, or be acquired by another corporation or other entity; may undertake a refinancing, recapitalization, leveraged buy out or other economic or financial restructuring; and, with regard to any or all of the above sales, assignments and acknowledges that dispositions, Franchisee expressly and specifically waives any claims, demands or damages arising from or related to the rights and duties set forth loss of said Marks (or any variation thereof) and/or the loss of association with or identification of PICK-UPS PLUS, INC. as Franchisor hereunder. Nothing contained in this Agreement are personal shall require Franchisor to remain in the business in the event that Franchisor exercises its rights hereunder to assign its rights in this Agreement.
B. This Agreement and all rights hereunder may be assigned and transferred by Franchisee and, if so, shall be binding upon and inure to the benefit of Franchisee's successors and assigns, subject to the following conditions and requirements, and Franchisor's right of first refusal as set forth herein:
1. No Franchisee, and that Franchisor has granted this franchise in reliance on the business skill, financial capacity, and character partner of Franchisee and its general partners, controlling shareholders or controlling individuals. (if Franchisee shall retain ownership of the Hotel except as may be otherwise approved by Franchisor in writing. Accordingly, neither Franchisee nor any immediate or remote successor to any part of Franchisee’s interest in this franchiseis a partnership), or any individualshareholder of Franchisee (if Franchisee is a corporation), partnershipwithout Franchisor's prior written consent, corporation, by operation of law or other legal entity that directly or indirectly owns or controls any interest (other than interests of limited partners) in this franchise or in Franchisee, otherwise shall sell, assign (collaterally or otherwise) assign, transfer, convey, mortgagegive away or encumber to any person, grant a security interest firm or otherwise encumber (eachcorporation, a “Transfer”) all or any direct or indirect part of its interest in this franchise (including any ownership Agreement or its interest in Franchisee the franchise granted hereby or any controlling (greater than 15%) its interest in any entity that controls Franchiseeproprietorship, but excluding interests of limited partnerspartnership or corporation which owns any interest in the franchise, if any)nor offer, and no Transfer of this Agreementpermit or suffer the same to be sold, the Franchised Businessassigned, transferred, conveyed, given away or a substantial portion of the assets (including building and real estate) of the Franchised Business shall occur encumbered in any way to any person, firm or corporation. Franchisee may not, without the prior written consent of Franchisor, fractionalize any of the rights of Franchisee granted pursuant to this Agreement. Except as otherwise provided in this Section XV and Section XVI., Any purported assignment of any Transfer addressed in the immediately preceding sentence, by operation of law, sale of stock or otherwise, Franchisee's rights herein not having the prior written aforesaid consent of Franchisor will shall be null and void and shall constitute a material default under this Agreement giving Franchisor the right to terminate this Agreement pursuant to Paragraph XVII.B.4. and seek injunctive relief as well as monetary damages. Notwithstanding anything to the contrary in this Agreement, Franchisor shall have the right to withhold its consent to any Transfer of any interest in this Agreement, Franchisee or any entity that controls Franchisee if Franchisee is in default hereunder.
B. Except as prohibited under Paragraph XX.F., Franchisor shall not require approval of the Transfer of all or any part of the assets of the Franchised Business (excluding this franchise, this Agreement, and any stock, partnership or other interests in Franchisee) to banks or other lending institutions that are not a Competitor (as defined herein) or an Affiliate of a Competitor for purposes of any refinancing or as collateral securing a loan made directly to or for the benefit of the Franchised Business.
C. Subject to Paragraph XV.D, 2. Franchisor shall not unreasonably withhold its consent to a Transfer any transfer referenced in Paragraph XVIII.B.1. of any interest in this franchise, Franchisee, this Agreement, the Franchised Business, or in a substantial portion of the assets (including building and real estate) of the Franchised BusinessAgreement when requested; provided, however, that the following conditions and requirements shall first be met to the full satisfaction of Franchisor.
a. If Franchisee is an individual or partnership and desires to assign and transfer its rights to a corporation:
(1) Said transferee corporation shall be newly organized and its charter shall provide that its activities are confined exclusively to acting as a PICK-UPS PLUS franchisee as licensed under this Agreement;
(2) Franchisee shall be and shall remain the owner of the majority fifty-one percent (51%) stock interest of the transferee corporation;
(3) The individual Franchisee (or, if Franchisee is a Transferpartnership, one [1] of the partners) shall be and shall remain the principal executive officer of the corporation;
(4) The transferee corporation shall enter into a written assignment (in a form satisfactory to Franchisor), in which the transferee corporation assumes all of Franchisee's obligations hereunder;
(5) All shareholders of the transferee corporation shall enter into a written agreement, in a form satisfactory to Franchisor, jointly and severally guaranteeing the full payment and performance of the transferee corporation's obligations under this Agreement;
(6) Each stock certificate of the transferee corporation shall have conspicuously endorsed upon it a statement that it is held subject to, and that further assignment or transfer thereof is subject to, all restrictions imposed upon assignments by this Agreement;
(7) No new shares of common or preferred voting stock in the transferee corporation shall be issued to any person, partnership, trust, foundation, or corporation without obtaining Franchisor's prior written consent and then only upon disclosure of the terms and conditions contained herein being made to the prospective new holders of the stock; and
(8) All accrued money obligations of Franchisee to Franchisor, its subsidiaries or assignees, shall be satisfied prior to assignment or transfer.
b. If the transfer, other than such transfer as is authorized under Paragraph XVIII.B.2.a. of this Agreement, if consummated alone or together with other related previous, simultaneous simultaneous, or proposed Transferstransfers, would result in have the Transfer effect of a controlling interest (as reasonably determined by Franchisor) in this franchise, Franchisee, transferring control of the entity that controls Franchisee, franchise licensed herein to someone other than an original signatory of this Agreement, or the Franchised Business, or substantially all of the assets (including building and real estate) of the Franchised Business, Franchisor may, in its sole discretion, require any or all of the following as a condition of its approval:
(1. Franchisee ) The transferee(s) shall satisfy all be of Franchisee’s accrued monetary obligations good moral character and reputation and shall have a good credit rating and competent business qualifications reasonably acceptable to Franchisor, its subsidiaries and Affiliates, and shall execute a general release in a form prescribed by Franchisor of any and all claims against Franchisor, its subsidiaries and Affiliates, and their respective officers, directors, agents and employees;
2. Franchisee shall provide Franchisor with a true and complete copy such information as Franchisor may require to make such determination concerning each such proposed transferee(s).
(2) The transferee(s) or such other individual(s) as shall be the actual manager of the purchase franchise shall have successfully completed and sale agreement passed the training course then in effect for franchisees, or similar document covering otherwise demonstrated, to Franchisor's satisfaction, sufficient ability to operate the transaction;business being transferred.
(3. the proposed transferee shall submit to Franchisor an application) The transferee(s), in the form prescribed by Franchisorincluding all shareholders, for a new franchise agreement to replace this Agreement for its unexpired termofficers, directors and shall pay to Franchisor a transfer fee (which fee shall be refunded, less Ten Thousand Dollars ($10,000) to cover Franchisor’s cost of processing the application, in the event the application is disapproved). The amount partners of the transfer fee transferee(s), shall be equal to the amount jointly and severally execute any or all of the application fee then being charged by Franchisor per room for System franchises for new development multiplied by the number of rooms in the Hotel or the minimum amount per hotel then being charged by Franchisor for System franchises for new developmentfollowing, whichever amount is greater. In the event that the Transfer involves multiple hotels, must be completed within a short timeframe, or involves other complications such that Franchisor determines in its Reasonable Business Judgment that it is necessary to obtain outside counsel to complete the Transfer, at Franchisor's sole discretion and as Franchisor shall have the right to require Franchisee to pay its outside counsel fees in connection with such Transfer. If, prior to the submission of an application, Franchisee desires Franchisor to review the Hotel to determine the renovations necessary to bring the Hotel into good repair and to conform the Hotel to Franchisor’s then current standards to transfer, Franchisor may charge its then current Property Improvement Plan (“PIP”) fee (currently, Five Thousand Dollars ($5,000)) to cover Franchisor’s costs associated with such PIP and consent review under this Paragraph XV.direct:
Appears in 1 contract
TRANSFERABILITY OF INTEREST. A. Franchisee understands and acknowledges that the rights and duties set forth in this Agreement are personal to Franchisee, and that Franchisor has granted this franchise in reliance on the business skill, financial capacity, and character of Franchisee and its general partners, controlling shareholders or controlling individuals. Franchisee shall retain ownership of the Hotel except as may be otherwise approved by Franchisor in writing. Accordingly, neither Franchisee nor any immediate or remote successor to any part of Franchisee’s interest in this franchise, or any individual, partnership, corporation, or other legal entity that directly or indirectly owns or controls any interest (other than interests of limited partners) in this franchise or in Franchisee, shall sell, assign (collaterally or otherwise) transfer, convey, mortgage, grant a security interest or otherwise encumber (each, a “Transfer”) any direct or indirect interest in this franchise (including any ownership interest in Franchisee or any controlling (greater than 15%) interest in any entity that controls Franchisee, but excluding interests of limited partners, if any), and no Transfer of this Agreement, the Franchised Business, or a substantial portion of the assets (including building and real estate) of the Franchised Business shall occur without the prior written consent of Franchisor. Except as otherwise provided in this Section XV and Section XVI., any Transfer addressed in the immediately preceding sentence, by operation of law, sale of stock or otherwise, not having the prior written consent of Franchisor will be a material default under this Agreement giving Franchisor the right to terminate this Agreement pursuant to Paragraph XVII.B.4. and seek injunctive relief as well as monetary damages. Notwithstanding anything to the contrary in this Agreement, Franchisor shall have the right to withhold its consent to any Transfer of any interest in this Agreement, Franchisee or any entity that controls Franchisee if Franchisee is in default hereunder.
B. Except as prohibited under Paragraph XX.F., Franchisor shall not require approval of the Transfer of all or any part of the assets of the Franchised Business (excluding this franchise, this Agreement, and any stock, partnership or other interests in Franchisee) to banks or other lending institutions that are not a Competitor (as defined herein) or an Affiliate affiliate of a Competitor for purposes of any refinancing or as collateral securing a loan made directly to or for the benefit of the Franchised Business.
C. Subject to Paragraph XV.D, Franchisor shall not unreasonably withhold its consent to a Transfer of any interest in this franchise, Franchisee, this Agreement, the Franchised Business, or in a substantial portion of the assets (including building and real estate) of the Franchised Business; provided, however, if a Transfer, alone or together with other previous, simultaneous or proposed Transfers, would result in the Transfer of a controlling interest (as reasonably determined by Franchisor) in this franchise, Franchisee, the entity that controls Franchisee, this Agreement, or the Franchised Business, or substantially all of the assets (including building and real estate) of the Franchised Business, Franchisor may, in its sole discretion, require any or all of the following as a condition of its approval:
1. Franchisee shall satisfy all of Franchisee’s accrued monetary obligations to Franchisor, its subsidiaries and Affiliatesaffiliates, and shall execute a general release in a form prescribed by Franchisor of any and all claims against Franchisor, its subsidiaries and Affiliatesaffiliates, and their respective officers, directors, agents and employees;
2. Franchisee shall provide Franchisor with a true and complete copy of the purchase and sale agreement or similar document covering the transaction;
3. the proposed transferee shall submit to Franchisor an application, in the form prescribed by Franchisor, for a new franchise agreement to replace this Agreement for its unexpired term, and shall pay to Franchisor a transfer fee (which fee shall be refunded, less Ten Thousand Dollars ($10,000) to cover Franchisor’s cost of processing the application, in the event the application is disapproved). The amount of the transfer fee shall be equal to the amount of the application fee then being charged by Franchisor per room for System franchises for new development multiplied by the number of rooms in the Hotel or the minimum amount per hotel then being charged by Franchisor for System franchises for new development, whichever amount is greater. In the event that the Transfer involves multiple hotels, must be completed within a short timeframe, or involves other complications such that Franchisor determines in its Reasonable Business Judgment that it is necessary to obtain outside counsel to complete the Transfer, Franchisor shall have the right to require Franchisee to pay its outside counsel fees in connection with such Transfer. If, prior to the submission of an application, Franchisee desires Franchisor to review the Hotel to determine the renovations necessary to bring the Hotel into good repair and to conform the Hotel to Franchisor’s then current standards to transfer, Franchisor may charge its then current Property Improvement Plan (“PIP”) fee (currently, Five Thousand Dollars ($5,000)) to cover Franchisor’s costs associated with such PIP and consent review under this Paragraph XV.
Appears in 1 contract
TRANSFERABILITY OF INTEREST. 21.1 This Agreement and all rights hereunder can be assigned and transferred by Franchisor and, if so, shall be binding upon and inure to the benefit of Franchisor's successors and assigns.
21.2 This Agreement and all rights hereunder may be assigned and transferred by Franchisee and, if so, shall be binding upon and inure to the benefit of Franchisee's successors and assigns, subject to the following conditions and requirements, and Franchisor's right of first refusal as set forth herein:
A. Franchisee understands and acknowledges that the rights and duties set forth in this Agreement are personal to Franchisee, and that Franchisor has granted this franchise in reliance on the business skill, financial capacity, and character of Franchisee and its general partners, controlling shareholders or controlling individuals. Franchisee shall retain ownership of the Hotel except as may be otherwise approved by Franchisor in writing. Accordingly, neither Franchisee nor any immediate or remote successor to any part of Franchisee’s interest in this franchise, or any individual, partnership, corporation, or other legal entity that directly or indirectly owns or controls any interest (other than interests of limited partners) in this franchise or in Franchisee, shall not sell, assign (collaterally including, but not limited to, assignments by operation of law) or otherwisetransfer (collectively, "Assign") this Agreement without Franchisor's prior written consent. Franchisor has an absolute and unqualified right to withhold consent to such proposed Assignments. Any attempt by Franchisee to Assign this Agreement without Franchisor's prior written consent shall be void and of no force and effect. The sale, transfer, conveytransfer by operation of law, mortgageor other disposition of Franchisee's interest, grant a security interest or otherwise encumber (each, a “Transfer”) any direct or indirect interest in this franchise (including any ownership interest in Franchisee or any controlling (greater than 15%) interest part thereof, in any entity that controls Franchisee, but excluding interests of limited partners, if any), and no Transfer of this Agreement, the Franchised Business, or any Person's ownership or other interest in Franchisee, if Franchisee is a substantial portion corporation, partnership or other business entity, shall be an assignment requiring Franchisors prior written consent. Franchisee's written request for Franchisor's approval of any assignment must be received by Franchisor not less than ninety (90) days prior to the effective date of such requested assignment.
B. Notwithstanding Subparagraph A above, Franchisee may Assign this Agreement without Franchisor's consent to an immediate family member of (i) Franchisee, if Franchisee is a natural person, or (ii) Franchisee's principal manager (insert name) ("Principal Manager"); provided ------------------------- that, in Franchisor's reasonable judgment, such family member is sufficiently qualified and trained ("Qualified Immediate Family Member").
C. Franchisor shall have the preferential right to meet the bona fide offer of any proposed assignee; such right to be exercised by Franchisor within sixty (60) days following the date Franchisor receives a copy of Franchisee's written request for Franchisor's approval of any assignment. Franchisee shall include in such written request the name and address of the assets (including building proposed assignee and real estate) of the Franchised Business shall occur without the prior written consent of Franchisor. Except as otherwise provided in this Section XV price, terms, and Section XVI., any Transfer addressed conditions contained in the immediately preceding sentence, by operation of law, sale of stock or otherwise, bona fide offer. Franchisor's failure to exercise this preferential right shall not having the prior written consent of Franchisor will be a material default under this Agreement giving Franchisor the right to terminate this Agreement pursuant to Paragraph XVII.B.4. and seek injunctive relief as well as monetary damages. Notwithstanding anything to or the contrary in preferential right or release Franchisee from any of its obligations under this Agreement.
D. In the event of sale, transfer, or assignment of this Agreement by Franchisee during the term of this Agreement, or at the expiration date of this Agreement, Franchisor shall have will charge Franchisee a Transfer Fee of TEN THOUSAND Dollars ($10,000.00) ("Transfer Fee"). If the right transfer is an assignment to withhold its consent to any Transfer of any interest a corporation in this Agreement, Franchisee or any entity that controls Franchisee if which Franchisee is in default hereunder.
B. Except as prohibited under Paragraph XX.F., Franchisor shall not require approval of the Transfer of all principal stockholder or any part of the assets of the Franchised Business (excluding this franchise, this Agreement, and any stock, partnership or other interests in Franchisee) to banks or other lending institutions that are not a Competitor (as defined herein) or an Affiliate of a Competitor for purposes of any refinancing or as collateral securing a loan made directly to or officer responsible for the benefit full-time personal operation and supervision of the Franchised Business.
C. Subject to Paragraph XV.D, Franchisor shall not unreasonably withhold its consent to a Transfer of any interest in this franchise, Franchisee, this Agreement, the Franchised Business, or in an assignment to a substantial portion of the assets (including building and real estate) of the Franchised Business; provided, however, if a Transfer, alone or together with other previous, simultaneous or proposed Transfers, would result in the Transfer of a controlling interest (as reasonably determined by Franchisor) in this franchise, Franchiseequalified immediate family member, the entity that controls Franchisee, this Agreement, or the Franchised Business, or substantially all of the assets (including building and real estate) of the Franchised Business, Franchisor may, in its sole discretion, require any or all of the following as a condition of its approval:
1. Franchisee shall satisfy all of Franchisee’s accrued monetary obligations to Franchisor, its subsidiaries and Affiliates, and shall execute a general release in a form prescribed by Franchisor of any and all claims against Franchisor, its subsidiaries and Affiliates, and their respective officers, directors, agents and employees;
2. Franchisee shall provide Franchisor with a true and complete copy of the purchase and sale agreement or similar document covering the transaction;
3. the proposed transferee shall submit to Franchisor an application, in the form prescribed by Franchisor, for a new franchise agreement to replace this Agreement for its unexpired term, and shall pay to Franchisor a transfer fee (which fee shall will not be refunded, less Ten Thousand Dollars ($10,000) to cover Franchisor’s cost of processing the application, in the event the application is disapproved). The amount of the transfer fee shall be equal to the amount of the application fee then being charged by Franchisor per room for System franchises for new development multiplied by the number of rooms in the Hotel or the minimum amount per hotel then being charged by Franchisor for System franchises for new development, whichever amount is greater. In the event that the Transfer involves multiple hotels, must be completed within a short timeframe, or involves other complications such that Franchisor determines in its Reasonable Business Judgment that it is necessary to obtain outside counsel to complete the Transfer, Franchisor shall have the right to require Franchisee to pay its outside counsel fees in connection with such Transfer. If, prior to the submission of an application, Franchisee desires Franchisor to review the Hotel to determine the renovations necessary to bring the Hotel into good repair and to conform the Hotel to Franchisor’s then current standards to transfer, Franchisor may charge its then current Property Improvement Plan (“PIP”) fee (currently, Five Thousand Dollars ($5,000)) to cover Franchisor’s costs associated with such PIP and consent review under this Paragraph XVcharged.
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TRANSFERABILITY OF INTEREST. A. Franchisee understands and acknowledges that the rights and duties set forth in this Agreement are personal to Franchisee, and that Franchisor has granted this franchise in reliance on the business skill, financial capacity, and character of Franchisee and its general partners, controlling shareholders or controlling individuals. Franchisee shall retain ownership of the Hotel except as may be otherwise approved by Franchisor in writing. Accordingly, neither Franchisee nor any immediate or remote successor to any part of Franchisee’s interest in this franchise, or any individual, partnership, corporation, or other legal entity that directly or indirectly owns or controls any interest (other than interests of limited partners) in this franchise or in Franchisee, shall sell, assign (collaterally or otherwise) ), transfer, convey, mortgage, grant a security interest or otherwise encumber (each, a “Transfer”) any direct or indirect interest in this franchise (including any ownership interest in Franchisee or any controlling (greater than 15%) interest in any entity that controls Franchisee, but excluding interests of limited partners, if any), and no Transfer of this Agreement, the Franchised Business, or a substantial portion of the assets (including building and real estate) of the Franchised Business shall occur without the prior written consent of Franchisor. Except as otherwise provided in this Section XV and Section XVI., any Transfer addressed in the immediately preceding sentence, by operation of law, sale of stock or otherwise, not having the prior written consent of Franchisor will be a material default under this Agreement giving Franchisor the right to terminate this Agreement pursuant to Paragraph XVII.B.4. and seek injunctive relief as well as monetary damages. Notwithstanding anything to the contrary in this Agreement, Franchisor shall have the right to withhold its consent to any Transfer of any interest in this Agreement, Franchisee or any entity that controls Franchisee if Franchisee is in default hereunder.
B. Except as prohibited under Paragraph XX.F., Franchisor shall not require approval of the Transfer of all or any part of the assets of the Franchised Business (excluding this franchise, this Agreement, and any stock, partnership or other interests in Franchisee) to banks or other lending institutions that are not a Competitor (as defined herein) or an Affiliate affiliate of a Competitor for purposes of any refinancing or as collateral securing a loan made directly to or for the benefit of the Franchised Business.
C. Subject to Paragraph XV.D, Franchisor shall not unreasonably withhold its consent to a Transfer of any interest in this franchise, Franchisee, this Agreement, the Franchised Business, or in a substantial portion of the assets (including building and real estate) of the Franchised Business; provided, however, if a Transfer, alone or together with other previous, simultaneous or proposed Transfers, would result in the Transfer of a controlling interest (as reasonably determined by Franchisor) in this franchise, Franchisee, the entity that controls Franchisee, this Agreement, or the Franchised Business, or substantially all of the assets (including building and real estate) of the Franchised Business, Franchisor may, in its sole discretion, require any or all of the following as a condition of its approval:
1. Franchisee shall satisfy all of Franchisee’s accrued monetary obligations to Franchisor, its subsidiaries and Affiliatesaffiliates, and shall execute a general release in a form prescribed by Franchisor of any and all claims against Franchisor, its subsidiaries and Affiliatessubsidiaries, affiliates, and their respective officers, directors, agents and employees;
2. Franchisee shall provide Franchisor with a true and complete copy of the purchase and sale agreement or similar document covering the transaction;
3. the proposed transferee shall submit to Franchisor an application, in the form prescribed by Franchisor, for a new franchise agreement to replace this Agreement for its unexpired term, and shall pay to Franchisor a transfer fee (which fee shall be refunded, less Ten Thousand Dollars ($10,000) to cover Franchisor’s cost of processing the application, in the event the application is disapproved). The amount of the transfer fee shall be equal to the amount of the application fee then being charged by Franchisor per room for System franchises for new development multiplied by the number of rooms in the Hotel or the minimum amount per hotel then being charged by Franchisor for System franchises for new development, whichever amount is greater. In the event that the Transfer involves multiple hotels, must be completed within a short timeframe, or involves other complications such that Franchisor determines in its Reasonable Business Judgment that it is necessary to obtain outside counsel to complete the Transfer, Franchisor shall have the right to require Franchisee to pay its outside counsel fees in connection with such Transfer. If, prior to the submission of an application, Franchisee desires Franchisor to review the Hotel to determine the renovations necessary to bring the Hotel into good repair and to conform the Hotel to Franchisor’s then current standards to transfer, Franchisor may charge its then current Property Improvement Plan (“PIP”) fee (currently, Five Thousand Dollars ($5,000)) to cover Franchisor’s costs associated with such PIP and consent review under this Paragraph XV.charge
Appears in 1 contract
TRANSFERABILITY OF INTEREST. A. Franchisee understands and acknowledges that the rights and duties set forth in this Agreement are personal to Franchisee, and that Franchisor has granted this franchise in reliance on the business skill, financial capacity, and character of Franchisee and its general partners, controlling shareholders or controlling individuals. Franchisee shall retain ownership of the Hotel except as may be otherwise approved by Franchisor in writing. Accordingly, neither Franchisee nor any immediate or remote successor to any part of Franchisee’s interest in this franchise, or any individual, partnership, corporation, or other legal entity that directly or indirectly owns or controls any interest (other than interests of limited partners) in this franchise or in Franchisee, shall sell, assign (collaterally or otherwise) ), transfer, convey, mortgage, grant a security interest or otherwise encumber (each, a “Transfer”) any direct or indirect interest in this franchise (including any ownership interest in Franchisee or any controlling (greater than 15%) interest in any entity that controls Franchisee, but excluding interests of limited partners, if any), and no Transfer of this Agreement, the Franchised Business, or a substantial portion of the assets (including building and real estate) of the Franchised Business shall occur without the prior written consent of Franchisor. Except as otherwise provided in this Section XV and Section XVI., any Transfer addressed in the immediately preceding sentence, by operation of law, sale of stock or otherwise, not having the prior written consent of Franchisor will be a material default under this Agreement giving Franchisor the right to terminate this Agreement pursuant to Paragraph XVII.B.4. and seek injunctive relief as well as monetary damages. Notwithstanding anything to the contrary in this Agreement, Franchisor shall have the right to withhold its consent to any Transfer of any interest in this Agreement, Franchisee or any entity that controls Franchisee if Franchisee is in default hereunder.
B. Except as prohibited under Paragraph XX.F., Franchisor shall not require approval of the Transfer of all or any part of the assets of the Franchised Business (excluding this franchise, this Agreement, and any stock, partnership or other interests in Franchisee) to banks or other lending institutions that are not a Competitor (as defined herein) or an Affiliate affiliate of a Competitor for purposes of any refinancing or as collateral securing a loan made directly to or for the benefit of the Franchised Business.
C. Subject to Paragraph XV.D, Franchisor shall not unreasonably withhold its consent to a Transfer of any interest in this franchise, Franchisee, this Agreement, the Franchised Business, or in a substantial portion of the assets (including building and real estate) of the Franchised Business; provided, however, if a Transfer, alone or together with other previous, simultaneous or proposed Transfers, would result in the Transfer of a controlling interest (as reasonably determined by Franchisor) in this franchise, Franchisee, the entity that controls Franchisee, this Agreement, or the Franchised Business, or substantially all of the assets (including building and real estate) of the Franchised Business, Franchisor may, in its sole discretion, require any or all of the following as a condition of its approval:
1. Franchisee shall satisfy all of Franchisee’s accrued monetary obligations to Franchisor, its subsidiaries and Affiliatesaffiliates, and shall execute a general release in a form prescribed by Franchisor of any and all claims against Franchisor, its subsidiaries and Affiliatessubsidiaries, affiliates, and their respective officers, directors, agents and employees;
2. Franchisee shall provide Franchisor with a true and complete copy of the purchase and sale agreement or similar document covering the transaction;
3. the proposed transferee shall submit to Franchisor an application, in the form prescribed by Franchisor, for a new franchise agreement to replace this Agreement for its unexpired term, and shall pay to Franchisor a transfer fee (which fee shall be refunded, less Ten Thousand Dollars ($10,000) to cover Franchisor’s cost of processing the application, in the event the application is disapproved). The amount of the transfer fee shall be equal to the amount of the application fee then being charged by Franchisor per room for System franchises for new development multiplied by the number of rooms in the Hotel or the minimum amount per hotel then being charged by Franchisor for System franchises for new development, whichever amount is greater. In the event that the Transfer involves multiple hotels, must be completed within a short timeframe, or involves other complications such that Franchisor determines in its Reasonable Business Judgment that it is necessary to obtain outside counsel to complete the Transfer, Franchisor shall have the right to require Franchisee to pay its outside counsel fees in connection with such Transfer. If, prior to the submission of an application, Franchisee desires Franchisor to review the Hotel to determine the renovations necessary to bring the Hotel into good repair and to conform the Hotel to Franchisor’s then current standards to transfer, Franchisor may charge its then current Property Improvement Plan (“PIP”) fee (currently, Five Thousand Dollars ($5,000)) to cover Franchisor’s costs associated with such PIP and consent review under this Paragraph XV.
Appears in 1 contract
TRANSFERABILITY OF INTEREST. A. Franchisee understands and acknowledges that the rights and duties set forth in a. This Agreement is personal to Dealer and, except as stated below, Company shall not allow or permit any transfer, assignment, subfranchise or conveyance of this Agreement are personal to Franchisee, and that Franchisor has granted this franchise in reliance on the business skill, financial capacity, and character of Franchisee and its general partners, controlling shareholders or controlling individuals. Franchisee shall retain ownership of the Hotel except as may be otherwise approved by Franchisor in writing. Accordingly, neither Franchisee nor any immediate or remote successor to any part of Franchisee’s interest in this franchise, or any individualinterest hereunder. For purposes of this Section 15, partnershipthe term "transfer" includes Dealer's voluntary, corporationinvoluntary, or other legal entity that directly or indirectly owns or controls any interest (other than interests of limited partners) in this franchise or in Franchisee, shall sell, assign (collaterally or otherwise) transfer, convey, mortgage, grant a security interest or otherwise encumber (each, a “Transfer”) any direct or indirect transfer, assignment, sale, gift or other disposition of any interest in this franchise (including any ownership interest in Franchisee or any controlling (greater than 15%) interest in any entity that controls Franchisee, but excluding interests of limited partners, if any), and no Transfer of this Agreement, the Franchised BusinessDealer entity, the Store governed by this Agreement or a substantial portion of the assets (including building and real estate) of the Franchised Business Store. Dealer shall occur without the prior not engage in a transfer unless Dealer obtains Company's written consent, which consent of Franchisorshall not be arbitrarily withheld, conditioned or delayed. Except as otherwise provided in this Section XV and Section XVI., any Transfer addressed in the immediately preceding sentence, by operation of law, sale of stock or otherwise, not having the prior written consent of Franchisor will be a material default under this Agreement giving Franchisor the Dealer acknowledges that Company's right to terminate this Agreement pursuant to Paragraph XVII.B.4. and seek injunctive relief as well as monetary damages. Notwithstanding anything approve or disapprove a proposed transfer applies to the contrary in this Agreementfollowing: (1) if Dealer is a corporation, Franchisor shall have partnership, other business association, (i) to the right to withhold its consent addition or deletion of a shareholder, partner or member or the transfer of ownership interest among existing shareholders, partners or members, and (ii) to any Transfer proposed transfer of any interest in this Agreement, Franchisee 25% or any entity that controls Franchisee if Franchisee is in default hereunder.
B. Except as prohibited under Paragraph XX.F., Franchisor shall not require approval more of the Transfer of all or any part of the assets of the Franchised Business interest (excluding this franchise, this Agreement, and any whether stock, partnership interest or membership interest) to a third party; and (2) if Dealer is an individual, to the transfer from such individual or individuals to a corporation or entity controlled by them. Notwithstanding the foregoing, transfers upon the existing shareholders, partners, members or other existing holders of ownership interest in the Dealer, transfers to the spouse or adult children of an existing shareholder, partner, member or other existing holder of ownership interests in Franchisee) Dealer, or transfers to banks trust, family limited partnerships or other lending institutions that are not a Competitor (as defined herein) or an Affiliate of a Competitor similar entities created primarily for estate planning purposes of any refinancing or as collateral securing a loan made directly to or for the benefit of an existing shareholder, partner, member or other existing holder of an ownership interest in Dealer or the Franchised Business.
C. Subject heirs of such party shall require notice to Paragraph XV.D, Franchisor Company but shall not unreasonably withhold its require the consent to a Transfer of any interest in this franchise, Franchisee, this Agreement, the Franchised Business, or in a substantial portion of the assets (including building and real estate) of the Franchised Business; Company, provided, however, that if a Transfer, alone or together with other previous, simultaneous or proposed Transfers, would result in the Transfer effect of a controlling interest (as reasonably determined by Franchisor) any of the transfers listed in this franchisesentence serve either individually or cumulatively with all such transfers that preceded it, Franchiseeto effect a change in voting control of the Dealer or power to appoint officers or directors of Dealer or to direct day-to-day operations of the Dealer, such transfer shall require consent of the entity that controls FranchiseeCompany as described herein. Subject to the satisfaction of the conditions set forth below in this Section 15, this AgreementAgreement and all rights hereunder may be assigned or transferred by the Dealer and, if so assigned or transferred, shall be binding upon and inure to the Franchised Businessbenefit of the Dealer's successors and assigns.
b. No transfer of this Agreement shall be permitted unless each of the following conditions is satisfied:
(i) The transferee shall enter into a written agreement with the Dealer and the Company, or substantially in a form satisfactory to the Company, wherein the transferee assumes all of the assets Dealer's obligations hereunder or, at the Company's option, the proposed transferee shall sign the then-current form of CarpetMAX -REGISTERED TRADEMARK- franchise agreement;
(including building and real estateii) of the Franchised Business, Franchisor may, in its sole discretion, require any or Dealer is current on all of its obligations (financial or otherwise) to the following as a condition Company; and all designated suppliers, distributors and vendors;
(iii) The transferee shall be of its approval:
1. Franchisee good moral character and reputation, shall satisfy all of Franchisee’s accrued monetary obligations to Franchisorhave satisfactory business acumen, its subsidiaries operational ability, and Affiliatesmanagement skills, and shall execute have sufficient financial resources (as determined by the Company) to operate the Store(s) and the franchise license herein and have a good credit rating and competent business qualifications reasonably acceptable to the Company. Dealer shall provide the Company with such information as the Company may require to make such determination concerning any proposed transferee; and
(iv) Dealer executes a general release in a form prescribed by Franchisor of the Company, releasing the Company and any and all claims against Franchisoraffiliates, its subsidiaries and Affiliates, and their respective officers, directors, agents and employees;employees from any and all claims which the Dealer may have against them.
2. Franchisee shall provide Franchisor with a true and complete copy c. Dealer must give the Company at least 45 days' written notice prior to any transfer of the purchase and sale agreement or similar document covering the transaction;
3. the proposed transferee shall submit to Franchisor an application, in the form prescribed by Franchisor, for a new franchise agreement to replace this Agreement for by Dealer. The purpose of this provision is to enable the Company, among other reasons, to comply with applicable state or federal franchise disclosure laws. In addition, Dealer must, within 15 days of its unexpired termreceipt of an offer to assume Dealer's franchise or Dealer's offer to sell the franchise, give the Company written notice thereof. The purpose of this provision is to enable the Company to comply with any applicable state or federal franchise disclosure laws or rules.
d. This Agreement may be unilaterally assigned and shall pay transferred by Company and will inure to Franchisor a the benefit of Company's successors and assigns. Company will provide Dealer with written notice of any such assignment or transfer fee (which fee and the assignee will be required to fully perform Company's obligations under this Agreement.
e. Any transfer in violation of this Section 15 shall be refunded, less Ten Thousand Dollars ($10,000) to cover Franchisor’s cost deemed null and void and of processing the application, in the event the application is disapproved). The amount of the transfer fee shall be equal to the amount of the application fee then being charged by Franchisor per room for System franchises for new development multiplied by the number of rooms in the Hotel no force or the minimum amount per hotel then being charged by Franchisor for System franchises for new development, whichever amount is greater. In the event that the Transfer involves multiple hotels, must be completed within a short timeframe, or involves other complications such that Franchisor determines in its Reasonable Business Judgment that it is necessary to obtain outside counsel to complete the Transfer, Franchisor shall have the right to require Franchisee to pay its outside counsel fees in connection with such Transfer. If, prior to the submission of an application, Franchisee desires Franchisor to review the Hotel to determine the renovations necessary to bring the Hotel into good repair and to conform the Hotel to Franchisor’s then current standards to transfer, Franchisor may charge its then current Property Improvement Plan (“PIP”) fee (currently, Five Thousand Dollars ($5,000)) to cover Franchisor’s costs associated with such PIP and consent review under this Paragraph XVeffect.
Appears in 1 contract
TRANSFERABILITY OF INTEREST. A. 21.01. This Agreement and all rights hereunder can be assigned and transferred by Franchisor and, if so, shall be binding upon and inure to the benefit of Franchisor's successors and assigns.
21.02. This Agreement and all rights hereunder may be assigned and transferred by Franchisee understands and, if so, shall be binding upon and acknowledges that inure to the rights benefit of Franchisee's successors and duties assigns, subject to the following conditions and requirements, and Franchisor's right of first refusal as set forth in herein:
A. Neither Franchisee nor any Franchisee Party may sell, assign (including, but not limited to, assignments by operation of law) or transfer (collectively, "Assign") this Agreement are personal without Franchisor's prior written consent. Franchisor may condition such consent on, among other things, transferee's completion of Franchisor's then-current training program to Franchisor's satisfaction. Franchisor has an absolute and unqualified right to withhold consent to such proposed Assignments. Any attempt by Franchisee to Assign this Agreement without Franchisor's prior written consent shall be void and of no force and effect. The sale, transfer, transfer by operation of law, or other disposition of Franchisee's interest, or any part thereof, in the Franchised Business, or any Franchisee Party's or other Person's ownership or other interest in Franchisee, and that if Franchisee is a corporation, partnership or other business entity, shall be an assignment requiring Franchisor's prior written consent. Franchisee's written request for Franchisor's approval of any assignment must be received by Franchisor has granted this franchise in reliance on not less than ninety (90) days prior to the business skill, financial capacity, and character effective date of Franchisee and its general partners, controlling shareholders or controlling individualssuch requested assignment.
B. Franchisor shall have the preferential right to meet the bona fide offer of any proposed assignee; such right to be exercised by Franchisor within sixty (60) days following the date Franchisor receives a copy of Franchisee's written request for Franchisor's approval of any assignment. Franchisee shall retain ownership include in such written request the name and address of the Hotel except as may be otherwise proposed assignee and the price, terms, and conditions contained in the bona fide offer. Franchisor's failure to exercise this preferential right shall not terminate this Agreement or the preferential right or release Franchisee from any of its obligations under this Agreement.
C. In the event of sale, transfer, or assignment of this Agreement by Franchisee during the term of this Agreement, or at the expiration date of this Agreement, Franchisor will charge Franchisee a Transfer and Training Fee of Twenty-Five Thousand Dollars ($25,000.00) ("Transfer and Training Fee"). Notwithstanding the foregoing, if the transfer or assignment is approved in writing by Franchisor in writingpursuant to Subparagraph A above, and such transfer or assignment is to (i) an immediate family member of Franchisee (if Franchisee is an individual), or (ii) an immediate family member of a Franchisee Party, or (iii) a principal operator of the Franchised Business, the Transfer and Training Fee will not be charged.
21.03. AccordinglyDuring the term of this Agreement, neither Franchisee nor any immediate Franchisee Party shall encumber all or remote successor to any part of Franchisee’s its interest in or rights under this franchise, Agreement (or any individual, partnership, corporation, or other legal entity that directly or indirectly owns or controls any interest (other than interests of limited partnersthe franchise granted hereby) in this franchise or in Franchisee, shall sell, assign (collaterally or otherwise) transfer, convey, mortgage, grant a security interest or otherwise encumber (each, a “Transfer”) any direct or indirect interest in this franchise (including any ownership interest in Franchisee or any controlling (greater than 15%) interest in any entity that controls Franchisee, but excluding interests of limited partners, if any), and no Transfer of this Agreement, the Franchised Business, or a substantial portion of the assets (including building and real estate) of the Franchised Business shall occur without the prior written consent of Franchisor. Except as otherwise provided in this Section XV and Section XVI., any Transfer addressed in the immediately preceding sentence, by operation of law, sale of stock or otherwise, not having the prior written consent of Franchisor will be a material default under this Agreement giving Franchisor the right to terminate this Agreement pursuant to Paragraph XVII.B.4. and seek injunctive relief as well as monetary damages. Notwithstanding anything to the contrary in this Agreement, Franchisor shall have the right to withhold its consent to any Transfer of any interest in this Agreement, Franchisee or any entity that controls Franchisee if Franchisee is in default hereunder.
B. Except as prohibited under Paragraph XX.F., Franchisor shall not require approval of the Transfer of all or any part of the assets of the Franchised Business (excluding this franchise, this Agreement, and any stock, partnership or other interests in Franchisee) to banks or other lending institutions that are not a Competitor (as defined herein) or an Affiliate of a Competitor for purposes of any refinancing or as collateral securing a loan made directly to or for the benefit of the Franchised Business.
C. Subject to Paragraph XV.D, Franchisor shall not unreasonably withhold its consent to a Transfer of any interest in this franchise, Franchisee, this Agreement, the Franchised Business, or in a substantial portion of the assets (including building and real estate) of the Franchised Business; provided, however, if a Transfer, alone or together with other previous, simultaneous or proposed Transfers, would result in the Transfer of a controlling interest (as reasonably determined by Franchisor) in this franchise, Franchisee, the entity that controls Franchisee, this Agreement, or the Franchised Business, or substantially all of the assets (including building and real estate) of the Franchised Business, Franchisor may, in its sole discretion, require any or all of the following as a condition of its approval:
1. Franchisee shall satisfy all of Franchisee’s accrued monetary obligations to Franchisor, its subsidiaries and Affiliates, and shall execute a general release in a form prescribed by Franchisor of any and all claims against Franchisor, its subsidiaries and Affiliates, and their respective officers, directors, agents and employees;
2. Franchisee shall provide Franchisor with a true and complete copy of the purchase and sale agreement or similar document covering the transaction;
3. the proposed transferee shall submit to Franchisor an application, in the form prescribed by Franchisor, for a new franchise agreement to replace this Agreement for its unexpired term, and shall pay to Franchisor a transfer fee (which fee shall be refunded, less Ten Thousand Dollars ($10,000) to cover Franchisor’s cost of processing the application, in the event the application is disapproved). The amount of the transfer fee shall be equal to the amount of the application fee then being charged by Franchisor per room for System franchises for new development multiplied by the number of rooms in the Hotel or the minimum amount per hotel then being charged by Franchisor for System franchises for new development, whichever amount is greater. In the event that the Transfer involves multiple hotels, must be completed within a short timeframe, or involves other complications such that Franchisor determines in its Reasonable Business Judgment that it is necessary to obtain outside counsel to complete the Transfer, Franchisor shall have the right to require Franchisee to pay its outside counsel fees in connection with such Transfer. If, prior to the submission of an application, Franchisee desires Franchisor to review the Hotel to determine the renovations necessary to bring the Hotel into good repair and to conform the Hotel to Franchisor’s then current standards to transfer, Franchisor may charge its then current Property Improvement Plan (“PIP”) fee (currently, Five Thousand Dollars ($5,000)) to cover Franchisor’s costs associated with such PIP and consent review under this Paragraph XV.
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TRANSFERABILITY OF INTEREST. A. Franchisee understands and acknowledges that the rights and duties set forth in this Agreement are personal to Franchisee, and that Franchisor has granted this franchise in reliance on the business skill, financial capacity, and character of Franchisee and its general partners, controlling shareholders or controlling individuals. Franchisee shall retain ownership of the Hotel except as may be otherwise approved by Franchisor in writing. Accordingly, neither Franchisee nor any immediate or remote successor to any part of Franchisee’s interest in this franchise, or any individual, partnership, corporation, or other legal entity that directly or indirectly owns or controls any interest (other than interests of limited partners) in this franchise or in Franchisee, shall sell, assign (collaterally or otherwise) ), transfer, convey, mortgage, grant a security interest or otherwise encumber (each, a “Transfer”) any direct or indirect interest in this franchise (including any ownership interest in Franchisee or any controlling (greater than 15%) interest in any entity that controls Franchisee, but excluding interests of limited partners, if any), and no Transfer of this Agreement, the Franchised Business, or a substantial portion of the assets (including building and real estate) of the Franchised Business shall occur without the prior written consent of Franchisor. In the event that Franchisor determines in its Reasonable Business Judgment that it is necessary to retain outside counsel to complete the Transfer, Franchisor shall have the right to require Franchisee to pay its outside counsel fees in connection with such Transfer. Except as otherwise provided in this Section XV and Section XVI., any Transfer addressed in the immediately preceding sentence, by operation of law, sale of stock or otherwise, not having the prior written consent of Franchisor will be a material default under this Agreement giving Franchisor the right to terminate this Agreement pursuant to Paragraph XVII.B.4. and seek injunctive relief as well as monetary damages. Notwithstanding anything to the contrary in this Agreement, Franchisor shall have the right to withhold its consent to any Transfer of any interest in this Agreement, Franchisee or any entity that controls Franchisee if Franchisee is in default hereunder.
B. Except as prohibited under Paragraph XX.F., Franchisor shall not require approval of the Transfer of all or any part of the assets of the Franchised Business (excluding this franchise, this Agreement, and any stock, partnership or other interests in Franchisee) to banks or other lending institutions that are not a Competitor (as defined herein) or an Affiliate affiliate of a Competitor for purposes of any refinancing or as collateral securing a loan made directly to or for the benefit of the Franchised Business.
C. Subject to Paragraph XV.D, Franchisor shall not unreasonably withhold its consent to a Transfer of any interest in this franchise, Franchisee, this Agreement, the Franchised Business, or in a substantial portion of the assets (including building and real estate) of the Franchised Business; provided, however, if a Transfer, alone or together with other previous, simultaneous or proposed Transfers, would result in the Transfer of a controlling interest (as reasonably determined by Franchisor) in this franchise, Franchisee, the entity that controls Franchisee, this Agreement, or the Franchised Business, or substantially all of the assets (including building and real estate) of the Franchised Business, Franchisor may, in its sole discretion, require any or all of the following as a condition of its approval:
1. Franchisee shall satisfy all of Franchisee’s accrued monetary obligations to Franchisor, its subsidiaries and Affiliatesaffiliates, and shall execute a general release in a form prescribed by Franchisor of any and all claims against Franchisor, its subsidiaries and Affiliatessubsidiaries, affiliates, and their respective officers, directors, agents and employees;
2. Franchisee shall provide Franchisor with a true and complete copy of the purchase and sale agreement or similar document covering the transaction;
3. the proposed transferee shall submit to Franchisor an application, in the form prescribed by Franchisor, for a new franchise agreement to replace this Agreement for its unexpired term, and shall pay to Franchisor a transfer fee (which fee shall be refunded, less Ten Thousand Dollars ($10,000) to cover Franchisor’s cost of processing the application, in the event the application is disapproved). The amount of the transfer fee shall be equal to the amount of the application fee then being charged by Franchisor per room for System franchises for new development multiplied by the number of rooms in the Hotel or the minimum amount per hotel then being charged by Franchisor for System franchises for new development, whichever amount is greater. In the event that the Transfer involves multiple hotels, must be completed within a short timeframe, or involves other complications such that Franchisor determines in its Reasonable Business Judgment that it is necessary to obtain retain outside counsel to complete the Transfer, Franchisor shall have the right to require Franchisee to pay its outside counsel fees in connection with such Transfer. If, prior to the submission of an application, Franchisee desires Franchisor to review the Hotel to determine the renovations necessary to bring the Hotel into good repair and to conform the Hotel to Franchisor’s then current standards to transfer, Franchisor may charge its then current Property Improvement Plan (“PIP”) fee (currently, Five Thousand Dollars ($5,000)) to cover Franchisor’s costs associated with such PIP and consent review under this Paragraph XV.desires
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TRANSFERABILITY OF INTEREST. A. This Agreement and all rights hereunder may be assigned and transferred by Franchisor and, if so, shall be binding upon and inure to the benefit of Franchisor's successors and assigns.
B. This Agreement and all rights hereunder may be assigned and transferred by Franchisee understands and, if so, shall be binding upon and acknowledges that inure to the rights benefit of Franchisee's successors and duties assigns, subject to the following conditions and requirements, and Franchisor's right of first refusal as set forth in this Agreement are personal to herein:
1. No Franchisee, and that Franchisor has granted this franchise in reliance on the business skillpartner of Franchisee, financial capacity(if Franchisee is a partnership), and character or shareholder of Franchisee and its general partners(if Franchisee is a corporation), controlling shareholders without Franchisor's prior written consent, by operation of law or controlling individuals. Franchisee shall retain ownership of the Hotel except as may be otherwise approved by Franchisor in writing. Accordingly, neither Franchisee nor any immediate or remote successor to any part of Franchisee’s interest in this franchise, or any individual, partnership, corporation, or other legal entity that directly or indirectly owns or controls any interest (other than interests of limited partners) in this franchise or in Franchisee, shall sell, assign (collaterally or otherwise) assign, transfer, convey, mortgagegive away, grant a security interest or otherwise encumber (eachto any person, a “Transfer”) firm, or corporation, all or any direct or indirect part of its interest in this franchise (including any ownership Agreement or its interest in Franchisee the franchise granted hereby or any controlling (greater than 15%) its interest in any entity that controls Franchiseeproprietorship, but excluding interests of limited partnerspartnership or corporation which owns any interest in the franchise, if any)nor offer, and no Transfer of this Agreement, the Franchised Businesspermit, or a substantial portion of suffer the assets (including building and real estate) of the Franchised Business shall occur same to be sold, assigned, transferred, conveyed, given away, or encumbered in any way to any person, firm, or corporation. Franchisee may not, without the prior written consent of Franchisor, fractionalize any of the rights of Franchisee granted pursuant to this Agreement. Except as otherwise provided in this Section XV and Section XVI., Any purported assignment of any Transfer addressed in the immediately preceding sentence, by operation of law, sale of stock or otherwise, Franchisee's rights herein not having the prior written aforesaid consent of Franchisor will shall be null and void and shall constitute a material default under this Agreement giving Franchisor the right to terminate this Agreement pursuant to Paragraph XVII.B.4. and seek injunctive relief as well as monetary damages. Notwithstanding anything to the contrary in this Agreement, Franchisor shall have the right to withhold its consent to any Transfer of any interest in this Agreement, Franchisee or any entity that controls Franchisee if Franchisee is in default hereunder.
B. Except as prohibited under Paragraph XX.F., Franchisor shall not require approval of the Transfer of all or any part of the assets of the Franchised Business (excluding this franchise, this Agreement, and any stock, partnership or other interests in Franchisee) to banks or other lending institutions that are not a Competitor (as defined herein) or an Affiliate of a Competitor for purposes of any refinancing or as collateral securing a loan made directly to or for the benefit of the Franchised Business.
C. Subject to Paragraph XV.D, 2. Franchisor shall not unreasonably withhold its consent to a Transfer any transfer referenced in Paragraph XVIII.B.1. of any interest in this franchise, Franchisee, this Agreement, the Franchised Business, or in a substantial portion of the assets (including building and real estate) of the Franchised BusinessAgreement when requested; provided, however, that the following conditions and requirements shall first be met to the full satisfaction of Franchisor.
a. If Franchisee is an individual or partnership and desires to assign and transfer its rights to a corporation:
(1) Said transferee corporation shall be newly organized and its charter shall provide that its activities are confined exclusively to acting as a SUCCESSORIES Franchisee as franchised under this Agreement;
(2) Franchisee shall be and shall remain the owner of the majority stock interest of the transferee corporation;
(3) The individual Franchisee (or, if Franchisee is a Transferpartnership, one of the partners) shall be and shall remain the principal executive officer of the corporation;
(4) The transferee corporation shall enter into a written assignment (in a form satisfactory to Franchisor), in which the transferee corporation assumes all of Franchisee's obligations hereunder;
(5) All shareholders of the transferee corporation shall enter into a written agreement, in a form satisfactory to Franchisor, jointly and severally guaranteeing the full payment and performance of the transferee corporation's obligations to Franchisor under this Agreement;
(6) Each stock certificate of the transferee corporation shall have conspicuously endorsed upon it a statement that it is held subject to, and that further assignment or transfer thereof is subject to, all restrictions imposed upon assignments by this Agreement;
(7) No new shares of common or preferred voting stock in the transferee corporation shall be issued to any person, partnership, trust, foundation, or corporation without obtaining Franchisor's prior written consent and then only upon disclosure of the terms and conditions contained herein being made to the prospective new holders of the stock;
(8) All accrued money obligations of Franchisee to Franchisee's suppliers, Franchisor, its subsidiaries or assignees, shall be satisfied prior to assignment or transfer.
b. If the transfer, other than such transfer as is authorized under Paragraph XVIII.B.2.a. of this Agreement, if consummated alone or together with other related previous, simultaneous simultaneous, or proposed Transferstransfers, would result in have the Transfer effect of a controlling interest (as reasonably determined by Franchisor) in this franchise, Franchisee, transferring control of the entity that controls Franchisee, franchise licensed herein to someone other than an original signatory of this Agreement, or the Franchised Business, or substantially all of the assets (including building and real estate) of the Franchised Business, Franchisor may, in its sole discretion, require any or all of the following as a condition of its approval:
(1. Franchisee ) The transferee(s) shall satisfy all be of Franchisee’s accrued monetary obligations good moral character and reputation and shall have a good credit rating and competent business qualifications reasonably acceptable to Franchisor, its subsidiaries and Affiliates, and shall execute a general release in a form prescribed by Franchisor of any and all claims against Franchisor, its subsidiaries and Affiliates, and their respective officers, directors, agents and employees;
2. Franchisee shall provide Franchisor with a true and complete copy such information as Franchisor may require to make such determination concerning each such proposed transferee(s).
(2) The transferee(s) or such other individual(s) as shall be the actual manager of the purchase franchise shall have successfully completed and sale agreement passed the training course then in effect for franchisees, or similar document covering otherwise demonstrated to Franchisor's satisfaction, sufficient ability to operate the transaction;unit being transferred.
(3. the proposed transferee shall submit to Franchisor an application) The transferee(s), in the form prescribed by Franchisorincluding all shareholders, for a new franchise agreement to replace this Agreement for its unexpired termofficers, directors and shall pay to Franchisor a transfer fee (which fee shall be refunded, less Ten Thousand Dollars ($10,000) to cover Franchisor’s cost of processing the application, in the event the application is disapproved). The amount partners of the transfer fee transferee(s), shall be equal to the amount jointly and severally execute any or all of the application fee then being charged by Franchisor per room for System franchises for new development multiplied by the number of rooms in the Hotel or the minimum amount per hotel then being charged by Franchisor for System franchises for new developmentfollowing, whichever amount is greater. In the event that the Transfer involves multiple hotels, must be completed within a short timeframe, or involves other complications such that Franchisor determines in its Reasonable Business Judgment that it is necessary to obtain outside counsel to complete the Transfer, at Franchisor's sole discretion and as Franchisor shall have the right to require Franchisee to pay its outside counsel fees in connection with such Transfer. If, prior to the submission of an application, Franchisee desires Franchisor to review the Hotel to determine the renovations necessary to bring the Hotel into good repair and to conform the Hotel to Franchisor’s then current standards to transfer, Franchisor may charge its then current Property Improvement Plan (“PIP”) fee (currently, Five Thousand Dollars ($5,000)) to cover Franchisor’s costs associated with such PIP and consent review under this Paragraph XV.direct:
Appears in 1 contract
TRANSFERABILITY OF INTEREST. A. Franchisee understands and acknowledges that the rights and duties set forth in this Agreement are personal to Franchisee, and that Franchisor has granted this franchise in reliance on the business skill, financial capacity, and character of Franchisee and its general partners, controlling shareholders or controlling individuals. Franchisee shall retain leasehold ownership of the Hotel except as may be otherwise approved by Franchisor in writing. Accordingly, neither Franchisee nor any immediate or remote successor to any part of Franchisee’s interest in this franchise, or any individual, partnership, corporation, or other legal entity that directly or indirectly owns or controls any interest (other than interests of limited partners) in this franchise or in Franchisee, shall sell, assign (collaterally or otherwise) ), transfer, convey, mortgage, grant a security interest or otherwise encumber (each, a “Transfer”) any direct or indirect interest in this franchise (including any ownership interest in Franchisee or any controlling (greater than 15%) interest in any entity that controls Franchisee, but excluding interests of limited partners, if any), and no Transfer of this Agreement, the Franchised Business, or a substantial portion of the assets (including building and real estate) of the Franchised Business shall occur without the prior written consent of Franchisor. Except as otherwise provided in this Section XV and Section XVI., any Transfer addressed in the immediately preceding sentence, by operation of law, . sale of stock or otherwise, not having the prior written consent of Franchisor will be a material default under this Agreement giving Franchisor the right to terminate this Agreement pursuant to Paragraph XVII.B.4. and seek injunctive relief as well as monetary damages. Notwithstanding anything to the contrary in this Agreement, Franchisor shall have the right to withhold its consent to any Transfer of any interest in this Agreement, Franchisee or any entity that controls Franchisee if Franchisee is in default hereunder.
B. Except as prohibited under Paragraph XX.F., Franchisor shall not require approval of the Transfer of all or any part of the assets of the Franchised Business (excluding this franchise, this Agreement, and any stock, partnership or other interests in Franchisee) to banks or other lending institutions that are not a Competitor (as defined herein) or an Affiliate of a Competitor for purposes of any refinancing or as collateral securing a loan made directly to or for the benefit of the Franchised Business.
C. Subject to Paragraph XV.D, Franchisor shall not unreasonably withhold its consent to a Transfer of any interest in this franchise, Franchisee, this Agreement, the Franchised Business, or in a substantial portion of the assets (including building and real estate) of the Franchised Business; provided, however, if a Transfer, alone or together with other previous, simultaneous or proposed Transfers, would result in the Transfer of a controlling interest (as reasonably determined by Franchisor) in this franchise, Franchisee, the entity that controls Franchisee, this Agreement, or the Franchised Business, or substantially all of the assets (including building and real estate) of the Franchised Business, Franchisor may, in its sole discretion, require any or all of the following as a condition of its approval:
1. Franchisee shall satisfy all of Franchisee’s accrued monetary obligations to Franchisor, its subsidiaries and Affiliates, and shall execute a general release in a form prescribed by Franchisor of any and all claims against Franchisor, its subsidiaries and Affiliates, and their respective officers, directors, agents and employees;
2. Franchisee shall provide Franchisor with a true and complete copy of the purchase and sale agreement or similar document covering the transaction;
3. the proposed transferee shall submit to Franchisor an application, in the form prescribed by Franchisor, for a new franchise agreement to replace this Agreement for its unexpired term, and shall pay to Franchisor a transfer fee (which fee shall be refunded, less Ten Thousand Dollars ($10,000) to cover Franchisor’s cost of processing the application, in the event the application is disapproved). The amount of the transfer fee shall be equal to the amount of the application fee then being charged by Franchisor per room for System franchises for new development multiplied by the number of rooms in the Hotel or the minimum amount per hotel then being charged by Franchisor for System franchises for new development, whichever amount is greater. In the event that the Transfer involves multiple hotels, must be completed within a short timeframe, or involves other complications such that Franchisor determines in its Reasonable Business Judgment that it is necessary to obtain outside counsel to complete the Transfer, Franchisor shall have the right to require Franchisee to pay its outside counsel fees in connection with such Transfer. If, prior to the submission of an application, Franchisee desires Franchisor to review the Hotel to determine the renovations necessary to bring the Hotel into good repair and to conform the Hotel to Franchisor’s then current standards to transfer, Franchisor may charge its then current Property Improvement Plan (“PIP”) fee (currently, Five Thousand Dollars ($5,000)) to cover Franchisor’s costs associated with such PIP and consent review under this Paragraph XV.
Appears in 1 contract
