There shall be a right of first refusal to purchase in favor of the
franchisor if the dealer has entered into an agreement to transfer
the dealership or its assets, provided that all the following
qualifications and requirements are met: (1) The proposed transfer of the dealership or its assets is of
more than 50 percent of the ownership or assets; (2) The franchisor notifies the dealer in writing within 60 days
of its receipt of the complete written proposal for the proposed
sale or transfer on forms generally utilized by the franchisor for
such purpose and containing the information required therein and
all documents and agreements relating to the proposed sale or
transfer; (3) The exercise of the right of first refusal will result in the
dealer and dealer's owners receiving the same or greater
consideration as is provided in the documents and agreements
submitted to the franchisor under paragraph (2) of this Code
section; (4) The proposed change of 50 percent or more of the ownership or
of the dealership assets does not involve the transfer or sale of
assets or the transfer or issuance of stock by the dealer or one
or more dealer owners to a designated family member or members,
including a spouse, child, grandchild, spouse of a child or
grandchild, brother, sister, or parent of the dealer owner; to a
manager who has been employed in the dealership for at least four
years and is otherwise qualified as a dealer operator; or to a
partnership or corporation owned and controlled by one or more of
such persons; (5) The franchisor agrees to pay the reasonable expenses,
including reasonable attorney's fees, which do not exceed the
usual customary, and reasonable fees charged for similar work done
for other clients incurred by the proposed new owner and
transferee before the franchisor's exercise of its right of first
refusal in negotiating and implementing the contract for the
proposed change of ownership or transfer of dealership assets.
However, payment of such expenses and attorney's fees shall not be
required if the dealer has not submitted or caused to be submitted
an accounting of those expenses within 20 days after the dealer's
receipt of the franchisor's written request for such an
accounting. Such an accounting may be requested by the franchisor
before exercising its right of first refusal; and (6) The franchisor agrees to comply with and be subject to the requirements and restraints as set forth in paragraphs (1) and (2) of subsection (a) of Code Section 10-1-664.1 and in subsection (b) of Code Section 10-1-664.1. |