Common use of APPROVAL OF TRANSFER; CONDITIONS FOR APPROVAL Clause in Contracts

APPROVAL OF TRANSFER; CONDITIONS FOR APPROVAL. This Agreement may be assigned or transferred by the FRANCHISEE only with the prior written approval of CITY LOOKS. CITY LOOKS will not unreasonably withhold its consent to any transfer of this Agreement, provided that the FRANCHISEE and the transferee Franchisee comply with the following conditions: (A) all of the FRANCHISEE'S monetary obligations due to CITY LOOKS have been paid in full, and the FRANCHISEE is not otherwise in default under this Agreement; (B) the FRANCHISEE has executed a written agreement in a form satisfactory to CITY LOOKS in which the FRANCHISEE agrees to observe all applicable obligations and covenants contained in this Agreement; (C) the transferee Franchisee and its shareholders agree to be personally liable to discharge all of the FRANCHISEE'S obligations under this Agreement and will enter into a written agreement in a form satisfactory to CITY LOOKS assuming and agreeing to discharge all of the FRANCHISEE'S obligations and covenants under this Agreement; (D) the transferee Franchisee will have demonstrated to CITY LOOKS' satisfaction that he, she or it meets CITY LOOKS' managerial, financial, and business standards for new area Franchisees, possesses a good business reputation and credit rating, and possesses the aptitude and ability to conduct the business franchised hereunder (as may be evidenced by prior related business experience or otherwise); (E) the FRANCHISEE has paid the transfer fee required under Article 10.6; (F) the transferee Franchisee does not own, operate, franchise, develop, manage or control any hairstyling, xxxxxx or other business that is in any way competitive with or similar to a City Looks Salons International business; and (G) if the transferee Franchisee does not meet CITY LOOKS' net worth requirements for operation of the City Looks Salons International Businesses, then the FRANCHISEE and/or its shareholders and the Personal Guarantors will execute a written agreement in a form satisfactory to CITY LOOKS agreeing to remain liable to CITY LOOKS for the obligations of the City Looks Businesses.

APPROVAL OF TRANSFER; CONDITIONS FOR APPROVAL. This Agreement may be assigned or transferred by the FRANCHISEE only with the prior written approval of CITY LOOKSWCH. CITY LOOKS WCH will not unreasonably withhold its consent to any transfer of this Agreement, provided that the FRANCHISEE and the transferee Franchisee comply with the following conditions: (A) all of the FRANCHISEE'S monetary obligations due to CITY LOOKS WCH have been paid in full, and the FRANCHISEE is not otherwise in default under this Agreement; (B) the FRANCHISEE has executed a written agreement in a form satisfactory to CITY LOOKS WCH in which the FRANCHISEE agrees to observe all applicable obligations and covenants contained in this Agreement; (C) the transferee Franchisee and its shareholders agree to be personally liable to discharge all of the FRANCHISEE'S obligations under this Agreement and will enter into a written agreement in a form satisfactory to CITY LOOKS WCH assuming and agreeing to discharge all of the FRANCHISEE'S obligations and covenants under this Agreement; (D) the transferee Franchisee will have demonstrated to CITY LOOKS' WCH'S satisfaction that he, she or it meets CITY LOOKS' WCH'S managerial, financial, and business standards for new area Franchiseesfranchisees, possesses a good business reputation and credit rating, and possesses the aptitude and ability to conduct the business Business franchised hereunder (as may be evidenced by prior related business experience or otherwise); (E) the FRANCHISEE has paid the transfer fee required under Article 10.6; (F) the transferee Franchisee does not own, operate, franchise, develop, manage or control any hairstyling, xxxxxx or other business that is in any way competitive with or similar to a City Looks Salons International We Care Hair business; and (G) if the transferee Franchisee does not meet CITY LOOKS' WCH'S net worth requirements for operation of the City Looks Salons International We Care Hair Businesses, then the FRANCHISEE and/or its shareholders and the Personal Guarantors will execute a written agreement in a form satisfactory to CITY LOOKS WCH agreeing to remain liable to CITY LOOKS WCH for the obligations of the City Looks We Care Hair Businesses.

APPROVAL OF TRANSFER; CONDITIONS FOR APPROVAL. This The rights granted to the FRANCHISEE pursuant to this Agreement may be assigned or transferred by the FRANCHISEE only with the prior written approval of CITY LOOKSCOST CUTTERS. CITY LOOKS COST CUTTERS will not unreasonably withhold its consent to any transfer of this Agreement, Agreement provided that the FRANCHISEE and the transferee Franchisee comply with the following conditions: (A) the FRANCHISEE has complied in all respects with Article 13 of this Agreement; (B) all of the FRANCHISEE'S monetary obligations due to CITY LOOKS COST CUTTERS have been paid in full, and the FRANCHISEE is not otherwise in default under this Agreement; (BC) the FRANCHISEE has executed a written agreement in a form satisfactory to CITY LOOKS COST CUTTERS in which the FRANCHISEE agrees to observe all applicable obligations and covenants contained in this Agreement; (CD) the transferee Franchisee and its shareholders agree to be personally liable to discharge all of the FRANCHISEE'S obligations under this Agreement Agreement, and will enter into a written agreement in a form satisfactory to CITY LOOKS COST CUTTERS assuming and agreeing to discharge all of the FRANCHISEE'S obligations and covenants under this Agreement; (DE) the transferee Franchisee will have demonstrated to CITY LOOKSCOST CUTTERS' satisfaction that he, she or it meets CITY LOOKSCOST CUTTERS' managerial, financial, financial and business standards for new area Franchisees, possesses a good business reputation and credit rating, and possesses the aptitude and ability to conduct the franchised business franchised hereunder (as may be evidenced by prior related business experience or otherwise); (EF) the transferee Franchisee and all parties having a legal or beneficial interest in the transferee Franchisee including, if applicable, the shareholders and Personal Guarantors of the transferee Franchisee will execute COST CUTTERS' then-current standard Franchise Agreement for a term ending on the expiration date of this Agreement and such other ancillary agreements as COST CUTTERS may require for the transfer of the FRANCHISEE'S Business; (G) the transferee Franchisee will not be required to pay the Initial Fee, however, the transferee Franchisee will be required to pay the Continuing Fees and the Advertising Fees to COST CUTTERS at the rate specified in this Agreement; (H) the transferee Franchisee has purchased the Franchised Location or has acquired a lease for the Franchised Location for a reasonable term consistent with the remaining term of this Agreement; (I) the transferee Franchisee (and its District Manager if one is employed) must successfully complete the training program(s) prescribed by COST CUTTERS; (J) the transferee Franchisee will pay the salaries, fringe benefits, payroll taxes, unemployment compensation, workers' compensation insurance, hotel costs, travel costs and other expenses for all persons sent to the training program(s), and will pay to COST CUTTERS COST CUTTERS' then-current training fee for each person attending COST CUTTERS' training program(s); (K) the FRANCHISEE has paid the transfer fee required under Article 10.620.6; (FL) the transferee Franchisee has paid the Training Program Deposit required under Article 20.7; (M) the transferee Franchisee does not own, operate, franchise, develop, manage or control any hairstyling, xxxxxx or other business that is in any way competitive with or similar to a City Looks Salons International Cost Cutters business; and (GN) if the transferee Franchisee does not meet CITY LOOKSCOST CUTTERS' net worth requirements for operation of the City Looks Salons International BusinessesCost Cutters Business, then the FRANCHISEE and/or its shareholders and the Personal Guarantors will execute a written agreement in a form satisfactory to CITY LOOKS COST CUTTERS agreeing to remain liable to CITY LOOKS COST CUTTERS for the obligations of the City Looks BusinessesCost Cutters Business.

APPROVAL OF TRANSFER; CONDITIONS FOR APPROVAL. This The rights granted to the FRANCHISEE pursuant to this Agreement may be assigned or transferred by the FRANCHISEE only with the prior written approval of CITY LOOKSWCH. CITY LOOKS WCH will not unreasonably withhold its consent to any transfer of this Agreement, Agreement provided that the FRANCHISEE and the transferee Franchisee comply with the following conditions: (A) the FRANCHISEE has complied in all respects with Article 13 of this Agreement; (B) all of the FRANCHISEE'S monetary obligations due to CITY LOOKS WCH have been paid in full, and the FRANCHISEE is not otherwise in default under this Agreement; (BC) the FRANCHISEE has executed a written agreement in a form satisfactory to CITY LOOKS WCH in which the FRANCHISEE agrees to observe all applicable obligations and covenants contained in this Agreement; (CD) the transferee Franchisee and its shareholders agree to be personally liable to discharge all of the FRANCHISEE'S obligations under this Agreement Agreement, and will enter into a written agreement in a form satisfactory to CITY LOOKS WCH assuming and agreeing to discharge all of the FRANCHISEE'S obligations and covenants under this Agreement; (DE) the transferee Franchisee will have demonstrated to CITY LOOKS' WCH'S satisfaction that he, she or it meets CITY LOOKS' WCH'S managerial, financial, financial and business standards for new area Franchisees, possesses a good business reputation and credit rating, and possesses the aptitude and ability to conduct the franchised business franchised hereunder (as may be evidenced by prior related business experience or otherwise); (EF) the transferee Franchisee and all parties having a legal or beneficial interest in the transferee Franchisee including, if applicable, the shareholders and Personal Guarantors of the transferee Franchisee will execute WCH'S then-current standard Franchise Agreement for a term ending on the expiration date of this Agreement and such other ancillary agreements as WCH may require for the transfer of the FRANCHISEE'S Business; (G) the transferee Franchisee will not be required to pay the Initial Fee, however, the transferee Franchisee will be required to pay the Continuing Fees and the Advertising Fees to WCH at the rate specified in this Agreement; (H) the transferee Franchisee has purchased the Franchised Location or has acquired a lease for the Franchised Location for a reasonable term consistent with the remaining term of this Agreement; (I) the transferee Franchisee (and its District Manager if one is employed) must successfully complete the training program(s) prescribed by WCH; (J) the transferee Franchisee will pay the salaries, fringe benefits, payroll taxes, unemployment compensation, workers' compensation insurance, hotel costs, travel costs and other expenses for all persons sent to the training program(s), and will pay to WCH WCH'S then-current training fee for each person attending WCH'S training program(s); (K) the FRANCHISEE has paid the transfer fee required under Article 10.620.6; (FL) the transferee Franchisee has paid the Training Program Deposit required under Article 20.7; (M) the transferee Franchisee does not own, operate, franchise, develop, manage or control any hairstyling, xxxxxx or other business that is in any way competitive with or similar to a City Looks Salons International We Care Hair business; and (GN) if the transferee Franchisee does not meet CITY LOOKS' WCH'S net worth requirements for operation of the City Looks Salons International BusinessesWe Care Hair Business, then the FRANCHISEE and/or its shareholders and the Personal Guarantors will execute a written agreement in a form satisfactory to CITY LOOKS WCH agreeing to remain liable to CITY LOOKS WCH for the obligations of the City Looks BusinessesWe Care Hair Business.

APPROVAL OF TRANSFER; CONDITIONS FOR APPROVAL. This The rights granted to the FRANCHISEE pursuant to this Agreement may be assigned or transferred by the FRANCHISEE only with the prior written approval of CITY LOOKS. CITY LOOKS will not unreasonably withhold its consent to any transfer of this Agreement, Agreement provided that the FRANCHISEE and the transferee Franchisee comply with the following conditions: (A) The FRANCHISEE has complied in all respects with Article 13 of this Agreement; (B) All of the FRANCHISEE'S monetary obligations due to CITY LOOKS have been paid in full, and the FRANCHISEE is not otherwise in default under this Agreement; (BC) the The FRANCHISEE has executed a written agreement in a form satisfactory to CITY LOOKS in which the FRANCHISEE agrees to observe all applicable obligations and covenants contained in this Agreement; (CD) the The transferee Franchisee and its shareholders agree to be personally liable to discharge all of the FRANCHISEE'S obligations under this Agreement Agreement, and will enter into a written agreement in a form satisfactory to CITY LOOKS assuming and agreeing to discharge all of the FRANCHISEE'S obligations and covenants under this Agreement; (DE) the The transferee Franchisee will have demonstrated to CITY LOOKS' satisfaction that he, she or it meets CITY LOOKS' managerial, financial, financial and business standards for new area Franchisees, possesses a good business reputation and credit rating, and possesses the aptitude and ability to conduct the franchised business franchised hereunder (as may be evidenced by prior related business experience or otherwise); (EF) The transferee Franchisee and all parties having a legal or beneficial interest in the transferee Franchisee including, if applicable, the shareholders and Personal Guarantors of the transferee Franchisee will execute CITY LOOKS' then-current standard Franchise Agreement for a term ending on the expiration date of this Agreement and such other ancillary agreements as CITY LOOKS may require for the transfer of the FRANCHISEE'S business; (G) The transferee Franchisee will not be required to pay the Initial Fee; however, the transferee Franchisee will be required to pay the Continuing Fees, the National Advertising Production Fees, and the Advertising Fees to CITY LOOKS at the rate specified in this Agreement; (H) The transferee FRANCHISEE has purchased the Franchised Location or has acquired a lease for the Franchised Location for a reasonable term consistent with the remaining term of this Agreement; and (I) The transferee Franchisee and its District Manager (if one is employed) must successfully complete the training programs prescribed by CITY LOOKS; (J) the transferee Franchisee will pay the salaries, fringe benefits, payroll taxes, unemployment compensation, workers' compensation insurance, hotel costs, travel costs and other expenses for all persons sent to the training programs, and will pay to CITY LOOKS CITY LOOKS' then-current training fee for each person attending CITY LOOKS' training program(s); (K) the FRANCHISEE has paid the transfer fee required under Article 10.620.6; (FL) the transferee Franchisee does not own, operate, franchise, develop, manage or control any hairstyling, xxxxxx or other business that is in any way competitive with or similar to a City Looks Salons International business; and (GM) if the transferee Franchisee does not meet CITY LOOKS' net worth requirements for operation of the City Looks Salons International BusinessesBusiness, then the FRANCHISEE and/or its shareholders and the Personal Guarantors will execute a written agreement in a form satisfactory to CITY LOOKS agreeing to remain liable to CITY LOOKS for the obligations of the City Looks BusinessesSalons International Business.

APPROVAL OF TRANSFER; CONDITIONS FOR APPROVAL. This Agreement may be assigned or transferred by the FRANCHISEE only with the prior written approval of CITY LOOKSCOST CUTTERS. CITY LOOKS COST CUTTERS will not unreasonably withhold its consent to any transfer of this Agreement, provided that the FRANCHISEE and the transferee Franchisee comply with the following conditions: (A) all of the FRANCHISEE'S monetary obligations due to CITY LOOKS COST CUTTERS have been paid in full, and the FRANCHISEE is not otherwise in default under this Agreement; (B) the FRANCHISEE has executed a written agreement in a form satisfactory to CITY LOOKS COST CUTTERS in which the FRANCHISEE agrees to observe all applicable obligations and covenants contained in this Agreement; (C) the transferee Franchisee and its shareholders agree to be personally liable to discharge all of the FRANCHISEE'S obligations under this Agreement and will enter into a written agreement in a form satisfactory to CITY LOOKS COST CUTTERS assuming and agreeing to discharge all of the FRANCHISEE'S obligations and covenants under this Agreement; (D) the transferee Franchisee will have demonstrated to CITY LOOKSCOST CUTTERS' satisfaction that he, she or it meets CITY LOOKSCOST CUTTERS' managerial, financial, and business standards for new area Franchiseesfranchisees, possesses a good business reputation and credit rating, and possesses the aptitude and ability to conduct the business Business franchised hereunder (as may be evidenced by prior related business experience or otherwise); (E) the FRANCHISEE has paid the transfer fee required under Article 10.6; (F) the transferee Franchisee does not own, operate, franchise, develop, manage or control any hairstyling, xxxxxx or other business that is in any way competitive with or similar to a City Looks Salons International Cost Cutters business; and (G) if the transferee Franchisee does not meet CITY LOOKSCOST CUTTERS' net worth requirements for operation of the City Looks Salons International Cost Cutters Businesses, then the FRANCHISEE and/or its shareholders and the Personal Guarantors will execute a written agreement in a form satisfactory to CITY LOOKS COST CUTTERS agreeing to remain liable to CITY LOOKS COST CUTTERS for the obligations of the City Looks Cost Cutters Businesses.