Franchise Transfer Approval: The 9 Conditions, In Order (2026 FDD)

Approval is a set of conditions, not just a signature. Smoothie King’s FDD (issued April 8, 2026) lists nine grouped conditions for a third-party transfer in Item 17 row m.

The conditions sit in Item 17 of the FDD. The table below uses five 2026 documents with their issuance dates, even though the hosted PDF filenames end in 2025. It compares franchise-agreement transfers, not area-development rights. Different transfer categories and state amendments can change the requirements.

The nine conditions

Smoothie King’s Item 17 row m groups its third-party transfer conditions into nine clauses separated by semicolons. The ninth contains three obligations:

1. Smoothie King does not exercise its right of first refusal. Read how that right works.
2. The transferee qualifies.
3. All of the seller’s monetary and other obligations are satisfied.
4. The seller is in compliance with the Franchise Agreement.
5. The transferee enters into a personal guaranty.
6. The seller signs a release.
7. The seller and proposed transferee have complied with confidentiality and non-competition provisions.
8. The transfer fee is paid. Check the fee and associated charges.
9. The transferee enters into a new Franchise Agreement, remodels the premises and completes training.

Row l requires consent except for a transfer to an heir or beneficiary after death or mental incapacity. It says Smoothie King will not unreasonably withhold approval as long as certain conditions are satisfied. Row m separately addresses transfers to a legal entity while retaining majority voting power and partial ownership transfers by principals.

The two conditions that change the purchase budget

A new or then-current agreement. Of the five 2026 FDDs in the table, three expressly require a then-current agreement in Item 17 for the category compared: The Human Bean, Jamba and Robeks. Smoothie King requires a new agreement but does not call it then-current in row m. PJ’s Coffee describes an assumption agreement and other required documents, including a Franchise Agreement; its row m does not expressly say then-current.

The premises and the contract terms are separate parts of a resale. Compare the proposed agreement with the seller’s agreement. Jamba says the then-current agreement may contain materially different terms and expires when the seller’s agreement would have expired. Robeks preserves the unexpired term, remaining renewal rights, royalty fee and marketing fee despite requiring then-current contracts.

A remodel. Smoothie King requires remodeling. The Human Bean requires the buyer to agree to remodel. Jamba requires upgrading and remodeling to then-current quality, appearance and trade-dress standards for the category compared.

What each brand requires, side by side

This table summarizes Item 17 rows l, m and n. Jamba’s row covers transfers that change control or involve a 20% interest; its non-control and related-party provisions differ. “Not stated” means absent from these summary rows, not absent from the full contract. The fee column reports the Item 17 reference or amount, not a complete closing-cost estimate.

Brand and FDD issuance date	Approval and timeline in rows l/m	Buyer agreement	Transfer fee reference	Release	Training	Right of first refusal, row n
Smoothie King, April 8, 2026	Consent required, with heir/beneficiary exception after death or mental incapacity; not unreasonably withheld if conditions met. No approval deadline stated.	New Franchise Agreement; row m does not say then-current.	Fee must be paid; Article XV. No amount in row m.	Seller signs release.	Transferee completes training.	Can match any offer for the Unit; Section 15.4. No period stated in row n.
PJ’s Coffee, April 10, 2026	Approval right, with heir/beneficiary exception after death or mental incapacity; not unreasonably withheld if conditions met. No approval deadline stated.	Written assumption approved by franchisor, or agreement to assume at closing; other required documents include a Franchise Agreement. Then-current form not expressly stated.	Not stated in row m, which references Articles 13.1 and 13.2.	Franchisee and shareholders or members execute general release under seal.	Franchisee, manager or other employees responsible for operations satisfactorily complete training.	Can match any offer for the Unit. Row m refers to non-exercise fifteen days before each direct or indirect transfer; this is not an approval deadline.
The Human Bean, February 25, 2026; amended May 5, 2026	Right to approve or disapprove proposed transfers. No approval deadline stated.	Buyer signs then-current franchise agreement and agrees to remodel.	$5,000; Section 12.8.	Seller signs release and is in good standing.	Buyer obtains training if required.	Option to purchase before most transfers on same terms; no period stated in row n.
Jamba, March 27, 2026	Prior written approval; at least 90 days’ prior written notice for the category compared. No approval-decision deadline stated.	Then-current Franchise Agreement, potentially materially different, ending on existing expiration date; written assignment and personal guarantee also required.	Seller pays Transfer Fee; Section 16.3. No amount in row m.	Seller, guarantors and owners sign general release.	Transferee and proposed General Manager complete training before transfer, at transferee’s expense.	Can match any offer for Store or substantially all interest in entity; Section 16.8. No period stated in row n.
Robeks, April 17, 2026	Prior written consent, not unreasonably withheld if conditions met; Store must be operating. No approval deadline stated.	Then-current agreement; unexpired term and remaining renewal rights retained, royalty and marketing fees unchanged.	$10,000, or $5,000 for existing Robeks franchisees; non-refundable. At least $2,500 grand opening advertising also required; Section 19.E.	Seller signs general release.	Training successfully completed.	Can match third-party offer for franchise, assets or controlling interest; 30 days to exercise, Section 19.C.

Source text locations: Smoothie-King.txt lines 2703-2731; PJs-Coffee.txt lines 2235-2292; The-Human-Bean.txt lines 1917-1943; Jamba.txt lines 4467-4527; Robeks.txt lines 2292-2322. These are line numbers in the supplied layout-preserving FDD text extracts, not PDF page numbers. The source list links the hosted FDDs.

Counts as of October 13, 2026: Of the five 2026 FDDs in the table, zero state an approval-decision deadline in rows l/m, three expressly require a then-current agreement in Item 17 for the category compared, and all five include a release. Smoothie King’s new-agreement requirement is separate from the three expressly then-current requirements. Jamba’s 90-day notice requirement and Robeks’ 30-day refusal period do not state how long approval takes.

PJ’s Coffee illustrates why the full contract matters: although Item 17 does not expressly say then-current, attached agreement Section 13.2(viii) requires a replacement franchise agreement on the then-current form (PJs-Coffee.txt lines 6121-6123). Its Item 17 summary uses ‘Franchisee’ in the training provision; the attached contract identifies the transferee/assignee, its manager or responsible employees (lines 6118-6119). The count of three above is limited to express wording in Item 17.

The table is not the complete list of conditions. For example, Jamba also requires landlord consent and a determination that the price will not affect operation; Robeks requires approval of the sale terms. Ask for the full transfer checklist and the governing agreement sections.

The sequence to work in

The following is a planning sequence, not an order imposed by every FDD. Ask the franchisor and your attorney to confirm which steps must happen before signing or closing.

Before you market: request the complete transfer requirements, identify defaults and unpaid obligations, and obtain the refusal period and any remodel specification. Item 20’s transfer tables can help you frame questions about the brand’s transfer history.

Before you agree a price: establish which agreement the buyer must sign, which terms change, and what training, fees and improvements are required.

When terms are proposed: confirm the required notice, supporting documents and refusal procedure. Do not treat a notice period or refusal window as an approval deadline.

Before closing: confirm qualification, required documents, releases, guaranties, fees and training against the applicable contract. Have an attorney check any conditions that remain to be satisfied.

Of the five 2026 FDDs in the table, zero state an approval-decision deadline in Item 17 rows l/m. Ask for the anticipated review schedule and dependencies before setting a closing date.

Approval conditions are separate from disclosure and registration questions. See what a franchise resale means and franchise registration exemptions for the resale-exemption context; an approval requirement does not by itself resolve those questions.

Selling or buying a unit? Work the approval in order

Follow 42 items in 10 steps covering the FDD, franchisee calls, discovery day, attorney and accountant review, and a dated go or no-go decision. Plus the kit.

Email addressSend me the kit

Optional: connect me with a vetted franchise-development partner if I match what they're looking for. FranchiseFeast may be paid a referral fee for this. It is never required to get what you asked for, and you can withdraw at any time.Your background (optional)Prefer not to sayCorporate or executive backgroundEntrepreneur, no food experience yetI already operate multiple unitsSomething else

Company

The kit is educational only, not legal or financial advice. By subscribing you agree to ourterms and privacy policy. How we're paid, including referral fees:affiliate & referral disclosure.

Questions to ask before you start

• What is the complete list of transfer conditions in my agreement, by section?
• What notice is required, and when does each review or refusal period start?
• Will the buyer sign my agreement or the current form, and what changes?
• Is a remodel required on transfer, and to what specification?
• Who must sign the release, and what claims does it cover?
• Does my personal guarantee end at closing?
• How does the purchase contract handle a buyer who fails qualification?
• Will a franchise attorney review the transfer provisions before I market the business?