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Buying & Selling a Business

What happens if the franchisor's approval takes longer than my financing commitment stays valid?

TSL Written by the Treadstone Law team· Updated August 2026

This is a real and fairly common timing collision, since franchisor approval processes and a buyer's lender financing commitment both run on their own separate clocks, with no guarantee they'll stay aligned. A financing commitment typically has its own expiry date, and if franchisor approval drags on past it, your buyer may need to go back to their lender for an extension, a renewed commitment, or in a worse case, find that financing conditions have changed since the original commitment was made.

Whether this derails the deal depends on how much flexibility your buyer's lender is willing to show, and on how your purchase agreement handles this kind of delay — some agreements build in extension mechanisms tied specifically to regulatory or third-party approvals like franchisor consent, recognizing that these timelines are outside either party's full control, while others leave the parties with no clear path forward if one deadline outlasts another.

Because both financing and franchisor approval are variables neither side fully controls, plan for this overlap explicitly rather than assuming the timelines will simply work out. A Treadstone business lawyer can help build appropriate flexibility into your agreement.

Key takeaways

  • Franchisor approval and a buyer's financing commitment run on separate timelines with no guaranteed alignment.
  • A financing commitment's expiry can force a buyer back to their lender if approval drags on too long.
  • Some purchase agreements build in extension mechanisms tied to third-party or regulatory approval delays.
  • Plan for this overlap explicitly in your agreement rather than assuming the timelines will align.
This is general information, not legal advice. It doesn’t create a lawyer–client relationship, and the rules can change. For advice on your situation, a Treadstone business lawyer can help.
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