Buying or Selling a Franchise
The deal at the start, the deal at the end, and every transfer in between.
Buying a franchise is one of the largest financial decisions most people will ever make. It’s a long-term commitment, a complicated contract, and an entire business model wrapped into a single signing. Selling one is the reverse, a major exit, often with most of an owner’s net worth tied up in the value of the business and the goodwill they’ve built.
Both transactions have legal and business layers that the standard franchise agreement doesn’t address on its own.
For buyers, the work starts with diligence, understanding what you’re really buying. The FDD tells part of the story. The franchise agreement tells more. But the actual business you’re acquiring has its own books, its own lease, its own employees, its own pending issues, its own supplier relationships, and its own reputation in the local market. Each of those needs to be reviewed and priced into the deal. Then there are the deal documents themselves, the asset purchase agreement, the assignment of the franchise agreement, the lease assignment, the non-compete from the seller, the financing documents, all of which determine whether you walk into the business with the protections you need.
For sellers, the work is positioning the business to sell well and getting the deal to actually close. That includes preparing the right financials, working through the franchisor’s approval process (because most franchise agreements require the franchisor’s consent to transfer), negotiating with the buyer, structuring the deal in a way that minimizes tax and ongoing liability, and drafting documents that don’t leave the seller exposed after closing.
For franchisors, transfers are an ongoing part of running the system. Approving the right buyer, declining the wrong one, charging the appropriate transfer fee, requiring the right training, and protecting the brand through transition are all routine but consequential decisions. Victoria works with franchisors to handle transfers consistently and defensibly.
Whether you’re stepping into a franchise, stepping out of one, or approving someone else’s transition, the work is the same, clear terms, clean diligence, and a closing the parties can actually live with.
When to reach out
When the conversation starts. Letters of intent and term sheets shape the entire deal, and they're easier to negotiate at the start than to undo later.
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