Module 15 — Lifecycle events: refresh, expansion, transfer, renewal, closure

Section 1 · Pre-work (60 minutes)

Required reading

• Operations Manual §15 (all subsections). 30 minutes.
• The trainee’s Franchise Agreement §10 (Transfer) + §§15-17 (Termination) + renewal provisions. 20 minutes.
• Operations Manual Appendices A-F (form catalog). 10 minutes.

Pre-session knowledge check

Submitted via Partner Portal at least 24 hours before the session.

1. May the franchisee decline to participate in a HiON-designated system-wide technology refresh program if the franchisee believes the refresh is premature for their site?
2. The franchisee’s strongest performer is at 95% utilization for 6 consecutive months. May the franchisee begin construction on an expansion if the existing lease already covers the proposed additional parking spaces?
3. The franchisee’s primary owner wants to sell 30% of the equity to a passive investor. Is this a §15.3 transfer event?
4. How many months before FA initial-term expiration should the franchisee start the renewal conversation with the FBC?
5. May the franchisee disconnect and remove the EV Charging Equipment at closure of a HiON EV Facility?

Bring to session

• The trainee’s executed Franchise Agreement and any MUDA
• The trainee’s most recent Sinking Fund quarterly statement
• The trainee’s Designated Business Manager
• The trainee’s counsel — encouraged for §15.3 (transfer) and §15.4 (renewal) content

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Section 2 · Learning objectives

By the end of this module, the trainee can:

1. Participate in HiON-designated system-wide technology refresh programs per §15.1 [MANDATORY]; coordinate refresh through Partner Portal; use Sinking Fund only with HiON written approval; file §1.2.6 exception for any timeline deviation
2. Submit an Expansion Feasibility Submittal per §15.2 [APPROVAL REQUIRED] following the §6.3 structure adapted for an operating site; confirm lease accommodation, utility capacity, AHJ permitting, accessibility, and financing path; never begin construction before HiON written authorization
3. Recognize the 7 transfer categories under §15.3.1 and execute the 9-step §15.3.2 transfer process — Notice of Intent, transferee disclosure, background checks, transfer audit, default cure, Transfer Fee, transferee execution of then-current FA, Franchisee Training, release and assignment; honor HiON’s Right of First Refusal
4. Execute the §15.4 renewal procedure — formal written notice within the FA window; cure every outstanding default and CAP item; execute the then-current FA form; meet upgrade-to-current-standard requirements; pay the Renewal Fee
5. Execute post-termination obligations under §15.5.1 [MANDATORY] — cease operating under the Marks; comply with payment, de-identification, equipment removal, cooperation, and Confidential Information return obligations; observe non-compete and transition provisions
6. Never close a HiON EV Facility unilaterally absent immediate safety/utility/disaster events per §15.5.2; never disconnect, remove, relocate, or dispose of EV Charging Equipment (HiON or authorized service providers only)
7. Maintain §15.6 records retention across 12 record categories with appropriate retention periods; implement litigation-hold practice consistent with counsel’s advice; return Confidential Information to HiON on termination
8. Plan lifecycle conversations 24+ months ahead of renewal expiration and well in advance of any transfer event — Sinking Fund posture healthy; CAP and audit history clean; operating record strong

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Section 3 · Why this matters

§15 is the lifecycle horizon of the franchise — the events that occur once or twice in the 10-year initial term, but that determine whether the franchisee’s investment compounds, exits well, or unwinds badly. Each event has structural mechanics that the franchisee must execute on the FA’s terms, not on the franchisee’s preferred timeline.

The §15.1 technology refresh framework is the System’s mechanism for keeping every HiON EV Facility evergreen. The Manual is direct: “You must participate in system-wide technology-refresh programs we designate, on the timeline we announce. Declining to participate is not an option; the refresh maintains the interoperability, brand, and reliability of the HiON System.” The Sinking Fund (§12.3 / M13) is the funding mechanism; the franchisee’s coordination through Partner Portal is the operational mechanism; the [MANDATORY] participation is the structural requirement. A franchisee who has under-funded the Sinking Fund discovers the consequence at the first refresh cycle.

The §15.2 expansion framework is permissive in posture but disciplined in process. Expansion is not automatic — it is a System decision following similar underwriting logic to a new site. The Expansion Feasibility Submittal mirrors the §6.3 Site Authorization Submittal (M04). Five required confirmations: lease accommodates; utility supports; AHJ permitting realistic; accessibility still passes; financing path clear. No construction until HiON written authorization.

The §15.3 transfer framework defines what constitutes a transfer — 7 categories ranging from asset sale to death-of-owner — and the 9-step process for executing one. Unauthorized transfers are a material breach. The transferee executes the then-current form of FA (not the franchisee’s existing FA — which is significant because terms may have evolved). HiON retains a Right of First Refusal on certain transfers. The marketing-the-sale discipline is its own [MANDATORY] standard: no disclosure of HiON Confidential Information; no financial-performance information outside Item 19.

The §15.4 renewal framework is procedurally demanding. The notice window in the FA is the critical gate — missing it may be fatal to the renewal right. Every outstanding default and CAP item cured before the renewal effective date. The then-current FA form executed unless the existing FA expressly entitles the franchisee to execute the same form. Upgrade-to-current-standard requirements met. Renewal Fee paid. The Manual’s [RECOMMENDED]: start the conversation at least 24 months before expiration.

The §15.5 closure and decommissioning framework is the most consequential single rule set in §15. No franchisee disconnection, removal, relocation, or disposal of EV Charging Equipment ever. That work is performed only by HiON or HiON’s authorized service providers under the MSA. The franchisee’s role at closure: cease operations; de-identify; return Confidential Information; cooperate with the Collateral Assignment of Lease step-in or transfer procedure; honor non-compete and transition provisions. No unilateral closure absent immediate safety/utility/disaster events.

The §15.6 records retention schedule consolidates obligations scattered across the Manual into a single 12-category framework. Retention periods range from 3 years (customer-interaction logs, site-inspection logs, marketing creative) to permanent (executed FA, MUDA, MSA, Lease Addendum, Collateral Assignment). The discipline of litigation holds — no destruction of any record subject to a hold — is non-negotiable.

Acknowledged Elephant: many operators think of lifecycle events as “the end” — distant, abstract, manageable when they arrive. The Manual’s framing is the opposite: lifecycle events are the moments when the operating discipline of the prior years either pays off or compounds into crisis. The Sinking Fund (M13) funds the refresh (§15.1) and the renewal upgrade (§15.4). The audit posture (M02) makes the transfer audit (§15.3) clean. The customer-interaction logs (M11) and site-inspection logs (M10) make the records retention (§15.6) defensible. The lease term (M05) supports the renewal (§15.4). The franchisee who treats §15 as future-tense has missed that §15 is being earned every day of the 10-year initial term.

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Section 4 · Core content

4.1 — Technology refresh and mid-life capital (§15.1)

How refresh is initiated:

• HiON publishes refresh cycles and mid-life capital events on the Partner Portal — identifying component, target HiON EV Facilities, timing, estimated cost posture, Sinking Fund release procedure
• Individual HiON EV Facilities may be scheduled for refresh based on age, performance data, uptime history, or regulatory events
• The franchisee may propose a refresh event for the HiON EV Facility to the FBC at any time; HiON evaluates against system-level cadence and Sinking Fund posture

Three [MANDATORY] standards plus one [APPROVAL REQUIRED]:

1. Participate in system-wide technology-refresh programs HiON designates, on the timeline HiON announces. Declining is not an option — the refresh maintains interoperability, brand, and reliability
2. Coordinate refresh work with HiON through the Partner Portal — commissioning team scheduling; any Sinking Fund release; vendor mobilization; Site Host notification
3. Use Sinking Fund balances toward refresh events only with HiON prior written approval consistent with §12.3 (M13). Document each withdrawal in the quarterly Sinking Fund statement
4. [APPROVAL REQUIRED] Any deviation from a system-wide refresh timeline requires HiON written approval under §1.2.6 (M02), with refresh timing and interim-standard arrangement documented

4.2 — Expansion at an existing HiON EV Facility (§15.2)

One [APPROVAL REQUIRED] + three [MANDATORY] + one [RECOMMENDED]:

1. [APPROVAL REQUIRED] Any proposed expansion — adding posts, adding a cabinet, adding stalls, materially altering the charging-bay layout — requires HiON prior written approval. Submit an Expansion Feasibility Submittal in the Partner Portal form, following the §6.3 Site Authorization Submittal structure adapted for an operating site
2. [MANDATORY] Expansion Feasibility Submittal must confirm:
   • Existing lease or site license accommodates the expansion (or Site Host will execute a lease amendment maintaining §5.4 and §5.5 / M05 Required Standards)
   • Utility service can support the additional load; any upgrade scoped (§7.3 / M06)
   • AHJ permitting path is realistic
   • Accessibility analysis still passes (§13.3 / M14)
   • Financing path is clear (Sinking Fund, new capital, or combination)
3. [MANDATORY] Use the standard layouts and equipment HiON specifies (§§2.1.3, 7.1 / M01 + M06)
4. [MANDATORY] No construction on any expansion before HiON issues written authorization. Pre-positioning work (design, permitting) may proceed at the franchisee’s risk; physical construction may not
5. [RECOMMENDED] The best time to pursue expansion: existing site performing well + Sinking Fund healthy + Site Host engaged + utilization data makes business case on face. Trying to expand as a response to a struggling site is rarely the right move

4.3 — Transfer, assignment, and change of control (§15.3)

Seven §15.3.1 transfer categories:

1. Sale or assignment of FA rights to another person or entity
2. Sale of all or substantially all assets of the franchise
3. Sale, issuance, or other transfer of ownership interests in the Franchisee entity that changes voting control, aggregates above FA threshold, or changes the identity of any approved principal
4. Merger or consolidation of the Franchisee entity
5. Death or incapacity of an owner (triggers transfer under the FA’s succession provisions, subject to heirs, estates, trustees rights)
6. Grant of a security interest in the Franchisee entity or in the FA to a lender, where the security interest could give the lender practical ability to take over operations
7. Change in the DBM beyond the §8.1.3 (M09) interim-successor window

§15.3.2 transfer process — [APPROVAL REQUIRED] for every category. Typically requires 9 steps:

1. Written Notice of Intent to Transfer submitted through Partner Portal — proposed transferee and nature of transfer
2. Disclosure of proposed transferee’s ownership, principals, financial capacity, business history, proposed DBM
3. Background and compliance checks HiON requires on transferee and principals
4. Transfer audit of the franchise under §3.3.1 (M02)
5. Cure of any outstanding defaults, CAP items, or outstanding amounts owed to HiON or affiliates
6. Payment of the Transfer Fee per FA and FDD
7. Execution by the transferee of the then-current form of FA (unless HiON waives in writing), with related guarantees, Lease Addendum, related documents
8. Completion of Franchisee Training by the transferee or its DBM before operational handoff
9. Release and assignment documents in HiON’s supplied form

Three [MANDATORY] §15.3 standards:

1. Cooperate with HiON and the proposed transferee through the transfer process. No representation that the transfer is approved or imminent until HiON written approval issued
2. No marketing or listing for sale in any manner that discloses HiON Confidential Information or identifies the HiON EV Facility in combination with financial performance information not permitted under FDD Item 19
3. HiON retains a Right of First Refusal on certain transfers per FA §10. Honor the ROFR procedure before completing a transfer to a third party

4.4 — Renewal and successor term (§15.4)

Five [MANDATORY] plus one [RECOMMENDED]:

1. Deliver formal written notice within the FA notice window to exercise any renewal right. Missing the notice window may be fatal to the renewal right
2. Cure every outstanding default, CAP item, and outstanding amount before the renewal effective date
3. Execute the then-current form of FA (and related documents) as a condition of the successor term — unless the existing FA expressly entitles execution of the same form
4. Meet any upgrade-to-current-standard requirements in connection with renewal — bringing signage, site-area condition, EV Charging Equipment to then-current standards — on HiON’s specified timeline, funded from the Sinking Fund or other capital
5. Pay the Renewal Fee per FA and FDD
6. [RECOMMENDED] Start the renewal conversation with the FBC at least 24 months before initial-term expiration. Renewal is easier when operating record is strong, Sinking Fund is well-funded, and a plan for any upgrade-to-current-standard is in place

4.5 — Closure, decommissioning, and de-identification (§15.5)

§15.5.1 On termination or expiration of the FA — four [MANDATORY]:

1. Immediately:
   • (a) Cease operating the business under the Marks
   • (b) Cease holding out as a HiON EV Franchise
   • (c) Comply with post-termination obligations in the FA — payment of all amounts owed; de-identification of the HiON EV Facility; removal or transfer of EV Charging Equipment per HiON’s direction; cooperation with any successor franchisee or HiON; delivery to HiON of all Confidential Information, this Manual, related materials
   • (d) Cooperate with the Collateral Assignment of Lease and any related step-in or transfer procedure
2. De-identification = complete removal or covering of the Marks, the HiON brand system, the HiON Site Design Manual elements, and all HiON Brand Asset Library materials from the HiON EV Facility within the FA-specified timeframe. At franchisee’s cost and to HiON’s reasonable satisfaction
3. No continued operation of any charging business at the same premises under a different brand after FA termination except as expressly permitted by, and in compliance with, FA non-compete and transition provisions
4. Cooperate with HiON and any designated successor in the transition. No action that impairs, disrupts, or delays service to drivers at the HiON EV Facility during the transition period

§15.5.2 Closure of a specific HiON EV Facility (without FA termination) — one [APPROVAL REQUIRED] + two [MANDATORY]:

1. [APPROVAL REQUIRED] Permanent closure — because Site Host relationship ends, utility cannot continue service, disaster, or otherwise — requires HiON prior written approval. Submit a Closure Plan: cause; proposed closure date; decommissioning and equipment-handling plan; communication plan (drivers via Tesla app; Site Host; community); plan for any relocation or replacement site
2. [MANDATORY] No unilateral closure to the public absent immediate safety, utility, or disaster event. Even in those cases, open a SEV 1 or SEV 2 ticket and coordinate operational posture with HiON
3. [MANDATORY] Equipment decommissioning is performed by HiON or HiON’s authorized service providers under the MSA. The franchisee may not disconnect, remove, relocate, or dispose of any EV Charging Equipment or direct any third party to do so

§15.5.3 Relocation — one [APPROVAL REQUIRED]:

Relocation of a HiON EV Facility from one premises to another within or adjacent to the same general market area requires HiON prior written approval. Submit a Relocation Submittal combining elements of the §6.3 Site Authorization Submittal and the §15.5.2 Closure Plan. Relocation Fee per FDD applies.

4.6 — Records retention (§15.6)

Records retention table — 12 categories:

Record category	Retention period
Executed FA, MUDA, MSA, Lease Addendum, Collateral Assignment, amendments	Permanently, or 7 years after termination/expiration, whichever is longer
Executed leases, site licenses, related documents	Permanently, or life of HiON EV Facility + 7 years, whichever is shorter
Permits, AHJ correspondence, utility correspondence, as-built drawings, commissioning records	Life of HiON EV Facility + 7 years
Gross Sales reports, monthly financial summaries, annual financial statements, tax records, Sinking Fund statements	At least 7 years, or as required by tax law, whichever is longer
Books and records supporting financial entries	At least 7 years
Insurance certificates and claim records	At least 7 years after expiration of policy or conclusion of claim, whichever is later
Incident reports, safety records, related correspondence	At least 7 years after incident, or as required by law or insurance carrier, whichever is longer
Training records, confidentiality acknowledgments, access logs	Life of engagement + at least 3 years
Corrective Action Plans and audit responses	At least 7 years after closure
Customer-interaction logs and SEV 3 ticket records	At least 3 years
Site-inspection logs	At least 3 years
Marketing creative, Marketing-Review approvals, placement records	At least 3 years after last use

Three [MANDATORY] §15.6 standards:

1. Records maintained in a format that is retrievable, legible, and producible on request — physical, electronic, or both. Preserve authenticity of electronic records consistent with applicable e-records law
2. No destruction of any record subject to a litigation hold, regulator hold, audit hold, or similar preservation obligation. Implement a litigation-hold practice consistent with counsel’s advice upon learning of any such event
3. On termination or expiration of the FA: return to HiON every copy of this Manual, every HiON Confidential Information record, every Brand Asset Library file — on the FA-specified timeline

§15.6 Metrics audit posture:

• Records retrievable and producible within audit-specified response windows
• No records destroyed in violation of a retention period or hold
• Post-termination de-identification completed on schedule

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Section 5 · Decision drills

Drill 5.1 — The premature refresh objection

HiON announces a system-wide cabinet-firmware refresh for all HiON EV Facilities, with the franchisee’s Parker site scheduled for the first wave. The cabinet is 3 years old, performing well, and the franchisee believes the refresh is premature. The franchisee’s controller proposes deferring participation.

State the response and the cited basis. State the corrective path if the franchisee believes the refresh is genuinely problematic.

Drill 5.2 — The expansion lease accommodation

The Parker site is at 96% utilization for 6 consecutive months. The franchisee’s existing lease covers 8 parking spaces, of which 4 are used for the current 4 charging stalls and 4 are unused but designated for future expansion. The franchisee proposes adding 2 more posts (using 2 of the 4 unused parking spaces) and beginning construction next quarter.

State whether the franchisee may begin construction next quarter and the cited basis. State the next 3 actions.

Drill 5.3 — The 30% passive-investor sale

The franchisee’s primary owner (currently holding 100% equity) wants to sell 30% of the Franchisee entity to a passive investor who would not be involved in management. The proposed investor is a sophisticated family office with no operational EV charging experience.

State whether this is a §15.3 transfer event and the cited basis. State the §15.3 process the franchisee follows.

Drill 5.4 — The DBM departure beyond the interim window

The DBM resigns. The franchisee appoints an interim DBM within 5 Business Days per §8.1.3 (M09). However, the franchisee cannot identify a permanent successor within the 30-day window and continues operating with the interim for 90 days.

State whether this constitutes a §15.3 transfer event and the cited basis. State the corrective action.

Drill 5.5 — The death of an owner

One of three owners of the Franchisee entity dies. The deceased owner held 35% equity. The estate is in probate; the heirs are not currently involved in the franchise operation.

State the immediate next 3 franchisee actions and the cited basis.

Drill 5.6 — The renewal 18 months out

The franchisee’s initial FA term expires in 18 months. The franchisee has not started any renewal conversation with the FBC. The site is performing well; one CAP from last year was cured timely.

State whether the franchisee is on schedule and the cited basis. State the corrective action.

Drill 5.7 — The disaster closure

A tornado damages the Parker site Tuesday night, destroying the canopy and damaging multiple posts. The franchisee assesses the damage Wednesday morning and concludes the site cannot operate safely. The franchisee wants to close the site immediately to prevent further driver attempts.

State the franchisee’s next 5 actions and the cited basis. State whether this is a §15.5.2 [APPROVAL REQUIRED] event.

Drill 5.8 — The cabinet-removal proposal

At FA termination, the franchisee’s general contractor proposes to disconnect and remove the EV Charging Equipment as part of de-identification — “to save HiON the trouble” and to clear the site for a different use.

State the response and the cited basis. State the correct path.

Drill 5.9 — The marketing-the-sale post

The franchisee, preparing for a transfer, posts a teaser on LinkedIn: “Successful HiON Supercharger franchise for sale in Kansas City. 96% utilization. Strong cash flow. Inquire for confidential financials.”

State whether this is acceptable and the cited basis. State the corrective action.

Drill 5.10 — The records-destruction question

The franchisee’s IT contractor proposes a routine document-purge cycle that would delete site-inspection logs older than 18 months and customer-interaction logs older than 2 years. The contractor argues these are operational records that have outlived their usefulness.

State whether this is acceptable and the cited basis.

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Section 6 · Common operator errors

6.1 — Declining or deferring a HiON-designated refresh

The franchisee believes a refresh is premature or unnecessary and defers or declines participation.

• Consequence: §15.1 [MANDATORY] violation. Material breach exposure. Compounds with §14.5 (M12) interoperability standards if the refresh maintains network integration.
• Discipline: participate on the announced timeline. If the franchisee genuinely believes the refresh is wrong for the site, file a §1.2.6 (M02) exception request through Partner Portal — but participation is the default until HiON’s written approval of a deviation issues.

6.2 — Beginning expansion construction before HiON authorization

The franchisee, with strong utilization data and accommodating lease terms, mobilizes contractors for expansion before submitting or completing the §15.2 Expansion Feasibility Submittal.

• Consequence: §15.2 [MANDATORY] violation. Material breach. The expansion may be rejected; construction proceeds at the franchisee’s risk and may need to be reversed.
• Discipline: the Submittal goes in first. Pre-positioning work (design, permitting) may proceed at risk. Physical construction waits for HiON written authorization.

6.3 — Treating an equity sale below voting-control as not a transfer

The franchisee’s owner sells equity below the FA’s voting-control threshold without filing a Notice of Intent to Transfer.

• Consequence: §15.3 [APPROVAL REQUIRED] violation if the equity transfer aggregates above the FA threshold or changes the identity of any approved principal. Material breach for unauthorized transfer.
• Discipline: any equity event is evaluated against the FA’s transfer-trigger language with counsel. Below-voting-control transfers may still be approved transfers. When in doubt, file the Notice of Intent and let HiON make the determination.

6.4 — Missing the renewal notice window

The franchisee fails to deliver formal written notice within the FA’s renewal notice window.

• Consequence: §15.4 [MANDATORY] violation. May be fatal to the renewal right. The franchisee’s investment may not have a successor term to operate against.
• Discipline: the renewal notice window is calendared from FA execution. The franchisee starts the conversation with the FBC 24 months before initial-term expiration; the formal notice is prepared and delivered well inside the window.

6.5 — Unilateral closure of a HiON EV Facility

The franchisee, frustrated with a difficult Site Host relationship or a utility issue, closes the HiON EV Facility to the public without HiON written approval.

• Consequence: §15.5.2 [MANDATORY] violation. Material breach.
• Discipline: absent immediate safety/utility/disaster events, closure is HiON-approved through a Closure Plan. Even in immediate-event closures, the franchisee opens a SEV 1/SEV 2 ticket and coordinates operational posture with HiON.

6.6 — Franchisee disconnection or removal of EV Charging Equipment

The franchisee, contractor, or third party touches the EV Charging Equipment for any disconnection, removal, relocation, or disposal purpose.

• Consequence: §15.5.2 [MANDATORY] + §9.1 (M10) [MANDATORY] violation. Material breach. Equipment damage exposure.
• Discipline: EV Charging Equipment decommissioning is HiON or HiON’s authorized service providers only. Period.

6.7 — Marketing the sale with Confidential Information

The franchisee, preparing for a transfer, includes HiON Confidential Information (Manual extracts, performance data outside Item 19, sourcing relationships) in marketing materials to prospective buyers.

• Consequence: §15.3 [MANDATORY] violation + §1.3 (M02) confidentiality violation. Material breach.
• Discipline: prospective transferees receive only what is permitted by Item 19 of the FDD until HiON has approved the transferee and an NDA is in place under HiON’s templates.

6.8 — Records destruction during a litigation hold

The franchisee’s normal document-purge cycle runs during an active litigation, regulator investigation, or audit hold, destroying records subject to preservation.

• Consequence: §15.6 [MANDATORY] violation. May constitute spoliation of evidence with substantial litigation consequences.
• Discipline: litigation-hold practice. The moment the franchisee learns of any preservation event, the document-purge cycle is suspended for affected records. Counsel’s advice drives the scope. The hold continues until counsel confirms release.

6.9 — Post-termination operation under different brand at same premises

After FA termination, the franchisee continues operating a charging business at the same premises under a different brand or with different equipment.

• Consequence: §15.5.1 [MANDATORY] violation if outside the FA non-compete and transition provisions. Material breach.
• Discipline: post-termination operations follow the FA’s non-compete and transition provisions exactly. The franchisee’s counsel reviews any proposed continuation against the FA before any commitment.

6.10 — Treating §15.6 retention as the floor not the ceiling

The franchisee treats §15.6 retention periods as exact (destroying records the day after the period ends) when the FA, MSA, or applicable law may require longer.

• Consequence: §15.6 [MANDATORY] violation if longer period applies (the Manual is explicit that longer of any applicable period governs).
• Discipline: the franchisee’s records-retention discipline treats §15.6 periods as the minimum. Insurance carrier requirements, applicable tax law, FA/MSA contractual periods, and litigation-hold events extend retention. Counsel review on edge cases.

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Section 7 · Competency assessment

Knowledge check (12 questions; 80% pass)

1. The franchisee may decline to participate in a HiON-designated system-wide technology refresh: (a) yes, if the franchisee believes the refresh is premature for the site (b) yes, with FBC verbal approval (c) no — §15.1 [MANDATORY] requires participation; deviations require [APPROVAL REQUIRED] §1.2.6 exception (d) yes, if the franchisee’s Sinking Fund is insufficient

2. The franchisee may begin construction on an expansion: (a) once the Site Host approves (b) once the franchisee’s engineer signs off (c) only after HiON issues written expansion authorization (§15.2 [MANDATORY]) (d) once the AHJ permit issues

3. A 30% passive-investor equity sale where the existing owner retains operating control: (a) is acceptable without notification (b) requires only FBC verbal acknowledgment (c) may be a §15.3 transfer event requiring [APPROVAL REQUIRED]; the franchisee files a Notice of Intent and HiON determines (d) is exempt from transfer-process requirements below 50%

4. The transferee in a §15.3 transfer must execute: (a) an assignment of the existing FA (b) the existing FA at the existing terms (c) the then-current form of FA (unless HiON waives in writing) (§15.3.2) (d) a simplified amendment

5. The renewal notice window: (a) starts at the franchisee’s request (b) is determined by the FBC (c) is stated in the FA; missing it may be fatal to the renewal right (§15.4 [MANDATORY]) (d) is a 30-day window before expiration

6. The franchisee’s renewal conversation with the FBC should start: (a) at FA expiration (b) 6 months before expiration (c) 12 months before expiration (d) at least 24 months before initial-term expiration (§15.4 [RECOMMENDED])

7. EV Charging Equipment decommissioning at site closure is performed by: (a) the franchisee’s general contractor (b) the franchisee with HiON oversight (c) HiON or HiON’s authorized service providers under the MSA — the franchisee may not disconnect, remove, relocate, or dispose (§15.5.2 [MANDATORY]) (d) the AHJ-required electrical contractor

8. Unilateral closure of a HiON EV Facility: (a) is acceptable for legitimate business reasons (b) is prohibited absent immediate safety, utility, or disaster events — and even then, the franchisee opens a SEV ticket and coordinates with HiON (§15.5.2 [MANDATORY]) (c) is acceptable with FBC verbal approval (d) is acceptable with 30-day notice to HiON

9. After FA termination, the franchisee may continue operating a charging business at the same premises under a different brand: (a) yes, with HiON consent (b) yes, after 12-month non-compete waiting period (c) only as expressly permitted by, and in compliance with, the FA non-compete and transition provisions (§15.5.1 [MANDATORY]) (d) yes, with a different equipment manufacturer

10. The Manual’s records-retention periods are: (a) the maximum required (b) the minimum; longer periods in the FA, MSA, applicable law, or litigation-hold events apply (§15.6 [MANDATORY]) (c) optional benchmarks (d) the standard regardless of other obligations

11. The franchisee’s marketing of a §15.3 sale may: (a) include performance data to attract qualified buyers (b) include extracts of the Manual for due diligence (c) not disclose HiON Confidential Information or financial-performance information outside FDD Item 19 (§15.3 [MANDATORY]) (d) include any information helpful to the buyer

12. A document-purge cycle during a litigation hold: (a) is acceptable for non-implicated records (b) is suspended for any record subject to the hold; the franchisee implements a litigation-hold practice consistent with counsel’s advice (§15.6 [MANDATORY]) (c) is acceptable if the records are exported first (d) is suspended only after the litigation is filed

Application demonstration — the lifecycle event sequencing

A 60-minute live exercise. The trainee receives a Lifecycle Event Pack containing:

• A HiON-designated refresh announcement for the franchisee’s site
• A utilization report showing 6 months at 95%+ at the franchisee’s strongest site
• A passive-investor proposal at 30% equity
• A 19-months-before-expiration FA renewal calendar
• A tornado-damage assessment report from yesterday
• A draft de-identification work order proposing GC removal of EV Charging Equipment
• A draft marketing-the-sale LinkedIn post for an upcoming transfer
• An IT contractor’s document-purge proposal that would destroy 2-year-old customer-interaction logs

The trainee must:

1. Confirm participation in the refresh + Sinking Fund release authorization request per §15.1
2. Submit the Expansion Feasibility Submittal per §15.2 with the 5 required confirmations
3. File the Notice of Intent for the equity transfer per §15.3
4. Initiate the renewal conversation with the FBC at the 19-month mark per §15.4
5. Open SEV 1/SEV 2 for the tornado damage; submit Closure Plan per §15.5.2 if closure is needed
6. Reject the GC equipment-removal proposal per §15.5.2 [MANDATORY]
7. Reject the LinkedIn marketing-the-sale post per §15.3 [MANDATORY]
8. Reject the IT document-purge proposal per §15.6 [MANDATORY] (the 2-year-old customer logs are within §15.6’s 3-year minimum)

Pass criteria: trainee correctly identifies every event, executes the correct §15 procedure, cites the basis. Citation of section numbers preferred but not required if substantive actions are correct.

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Section 8 · Job aids

Job Aid 8.1 — Lifecycle event decision matrix

A single-page reference: input the event type (refresh, expansion, equity sale, owner death, DBM change, renewal, closure, relocation, records destruction); output the §15 reference, the form to file, the cited [MANDATORY] / [APPROVAL REQUIRED] basis, the franchisee’s first action.

File: modules/M15-jobaids/M15-lifecycle-matrix.md

Job Aid 8.2 — Refresh participation checklist

The §15.1 [MANDATORY] participation discipline as a checklist. Includes the Sinking Fund release authorization sequence and the §1.2.6 exception path if the franchisee believes the refresh is genuinely problematic.

File: modules/M15-jobaids/M15-refresh-checklist.md

Job Aid 8.3 — Expansion Feasibility Submittal template

The §15.2 Submittal as a fillable template — 5 required confirmations + the §6.3 (M04) adapted Site Authorization Submittal structure + the financing-path documentation.

File: modules/M15-jobaids/M15-expansion-submittal.md

Job Aid 8.4 — Transfer process 9-step tracker

The §15.3.2 9-step process as a project tracker. Each step has the responsible party, the expected timeline, the documentation reference, and the §15.3 [MANDATORY] basis. Used from Notice of Intent through operational handoff.

File: modules/M15-jobaids/M15-transfer-tracker.md

Job Aid 8.5 — Renewal preparation calendar

A calendar template for the 24-month-before-expiration renewal preparation cycle. Months 24-18: FBC conversation initiated; Sinking Fund posture review; CAP and audit history clean-up. Months 18-12: renewal notice prepared; upgrade-to-current-standard planning. Months 12-6: formal renewal notice delivered; then-current FA review. Months 6-0: renewal execution and upgrade work.

File: modules/M15-jobaids/M15-renewal-calendar.md

Job Aid 8.6 — Closure Plan template

The §15.5.2 Closure Plan as a fillable template: cause; proposed closure date; decommissioning and equipment-handling plan; communication plan (drivers via Tesla app, Site Host, community); plan for any relocation or replacement site. Filed via Partner Portal.

File: modules/M15-jobaids/M15-closure-plan.md

Job Aid 8.7 — Records retention schedule

The §15.6 12-category schedule as a quick reference: each category with retention period, FA/MSA/law extensions, and the litigation-hold suspension protocol.

File: modules/M15-jobaids/M15-retention-schedule.md

Job Aid 8.8 — De-identification checklist

The §15.5.1 de-identification scope as a checklist: removal/covering of Marks (signage, charger wraps, pavement markings, digital displays); HiON Site Design Manual elements (lighting fixtures specific to HiON, wayfinding); Brand Asset Library materials; physical and digital. Used at termination or expiration.

File: modules/M15-jobaids/M15-de-identification-checklist.md

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Section 9 · Facilitator notes

Pacing — 165 minutes (2h 45min, two 10-minute breaks)

Time	Section	Notes
0:00–0:10	Opening — lifecycle events are earned daily	Read aloud a redacted case where a franchisee’s transfer fell through because of an uncleaned CAP from 2 years prior. Sets tone for the entire module.
0:10–0:30	§4.1 (Refresh) + §4.2 (Expansion)	Walk the [MANDATORY] participation + the §15.2 expansion process. Distribute Job Aids 8.1, 8.2, 8.3. Run Drills 5.1 (premature refresh), 5.2 (expansion construction).
0:30–1:00	§4.3 (Transfer)	Heaviest section. Walk the 7 transfer categories + 9-step process + 3 [MANDATORY] standards. Distribute Job Aid 8.4. Run Drills 5.3 (passive investor), 5.4 (DBM beyond interim), 5.5 (death of owner), 5.9 (marketing the sale).
1:00–1:10	BREAK
1:10–1:30	§4.4 (Renewal)	Walk the 5 [MANDATORY] + 24-month [RECOMMENDED]. Distribute Job Aid 8.5. Run Drill 5.6 (renewal 18 months out).
1:30–1:55	§4.5 (Closure + decommissioning + de-identification)	Walk the §15.5.1 termination obligations + §15.5.2 closure procedure + §15.5.3 relocation. Heaviest emphasis on the no-franchisee-equipment-touch rule. Distribute Job Aids 8.6, 8.8. Run Drills 5.7 (disaster closure), 5.8 (cabinet removal proposal).
1:55–2:05	BREAK
2:05–2:35	§4.6 (Records retention)	Walk the 12-category schedule + 3 [MANDATORY] standards + litigation hold. Distribute Job Aid 8.7. Run Drill 5.10 (document-purge cycle).
2:35–2:45	Close + application demonstration brief	Distribute the Lifecycle Event Pack brief for the post-session 60-minute exercise.

SME handoffs

• §4.1 (Refresh): Jim Frank (CEO) on strategic framing; Joe Frank (Ops) on operational execution.
• §4.2 (Expansion): Jim Frank (CEO) on the underwriting framework; Tony Cuomo (CX) on customer-experience continuity during expansion.
• §4.3 (Transfer): Jim Frank (CEO) on the FA transfer mechanics; Joe Lewis (COO) on the audit and compliance posture. Franchisee’s counsel observes.
• §4.4 (Renewal): Jim Frank (CEO) on renewal strategy; Joe Lewis (COO) on the upgrade-to-current-standard mechanics.
• §4.5 (Closure + decommissioning): Jim Frank (CEO) on the strategic post-termination posture; Joe Frank (Ops) on the operational decommissioning coordination.
• §4.6 (Records retention): Joe Lewis (COO) on the compliance framework.

Decision drill — model answers (abbreviated)

Drill 5.1 — Premature refresh objection. Participate. §15.1 [MANDATORY] — declining is not an option. Corrective path if the franchisee believes the refresh is genuinely problematic: file a §1.2.6 (M02) exception request through Partner Portal with technical and operational justification. Continue to participate while the exception is pending. If HiON approves the exception, the franchisee deviates from the timeline; if HiON denies, the franchisee continues with the timeline. The controller’s “defer participation” instinct is the §15.1 violation.

Drill 5.2 — Expansion construction. May not begin construction next quarter without HiON written authorization. §15.2 [MANDATORY] — no construction before authorization. Next 3 actions: (1) submit Expansion Feasibility Submittal through Partner Portal — 5 required confirmations + §6.3-structured documentation; (2) wait for HiON’s response (ordinarily 15 Business Days for complete submittal); (3) if authorized, proceed with construction; if Authorized with Conditions, satisfy conditions before construction; if Revisions Requested, address and resubmit. Pre-positioning work (design, permitting) may proceed at risk in the meantime.

Drill 5.3 — 30% passive-investor sale. Yes, this may be a §15.3 transfer event. §15.3.1 — sale, issuance, or other transfer of ownership interests changing voting control, aggregating above the FA threshold, or changing the identity of any approved principal. A 30% sale to a non-operational party is below voting control but may aggregate above the FA threshold; the franchisee’s counsel reviews against the FA’s transfer-trigger language. Process: file Notice of Intent through Partner Portal. HiON determines whether the event triggers transfer approval. The franchisee does not assume below-50% transfers are exempt — the FA threshold may be different and the change in approved principal is itself a trigger.

Drill 5.4 — DBM beyond interim window. This is a §15.3.1 transfer event (item 7: change in DBM beyond the §8.1.3 interim-successor window). The franchisee files a Notice of Intent to Transfer and executes the §15.3.2 process if the change is permanent. Corrective: identify permanent DBM successor immediately; nominate via Partner Portal per §8.1.3 (M09); if HiON approves the successor, that may close the §15.3 trigger; if HiON’s review extends and the interim window has been exceeded, document the situation and continue operating with HiON visibility. Repeated extensions of the interim period without resolution become compounding material breaches.

Drill 5.5 — Death of owner. Triggers transfer under §15.3.1 (item 5). Next 3 actions: (1) notify HiON immediately via Partner Portal — death of owner is a compliance event under §13.1 (M14) [MANDATORY] (1-Business-Day notification); (2) engage counsel to manage estate, heirs, trustees through the FA’s succession provisions; (3) file Notice of Intent to Transfer to address the equity disposition. The estate’s eventual disposition of the 35% equity will trigger §15.3 process. Continue operations under the surviving owners’ direction; coordinate with HiON on any DBM or principal change implications.

Drill 5.6 — Renewal 18 months out. Behind the [RECOMMENDED] 24-month conversation start. Not yet a §15.4 [MANDATORY] violation — the formal renewal notice window is in the FA, not the [RECOMMENDED] conversation start. Corrective: initiate the FBC renewal conversation immediately; review the §15.4 [MANDATORY] standards (cure any outstanding defaults; Sinking Fund posture; upgrade-to-current-standard planning); calendar the formal renewal notice window from the FA; begin upgrade planning so any upgrade work is complete by the renewal effective date.

Drill 5.7 — Tornado damage. Immediate safety/utility/disaster event under §15.5.2. Next 5 actions: (1) open SEV 1 ticket via NOC Hotline (voice) + Partner Portal — damaged posts, structural damage, potential electrical hazards (§3.2.2.A / M02 + §13.2 / M14); (2) isolate the area; do not allow drivers to attempt charging until HiON confirms safety; (3) photograph damage from safe distance after scene secure (§13.2.2 / M14); (4) notify insurance broker per §13.4 (M14); (5) coordinate operational posture with HiON — the franchisee can mark the site as not-operational only if HiON directs (§9.3.2 / M10). This is a §15.5.2 trigger event for closure if the site cannot operate; even so, no unilateral permanent closure — submit a Closure Plan or coordinate with HiON on remediation timeline. Equipment decommissioning, if any, is HiON’s only (§15.5.2 [MANDATORY]).

Drill 5.8 — GC equipment removal. Decline categorically. §15.5.2 [MANDATORY] — equipment decommissioning is performed by HiON or HiON’s authorized service providers under the MSA. The franchisee may not disconnect, remove, relocate, or dispose, and may not direct any third party to do so. Even at FA termination. Correct path: notify HiON of the FA termination; coordinate with HiON on the equipment-decommissioning timeline; the franchisee handles de-identification (signage, wraps, brand assets) per §15.5.1; HiON handles equipment removal under the MSA.

Drill 5.9 — Marketing-the-sale LinkedIn post. Not acceptable. §15.3 [MANDATORY] — no marketing or listing for sale in any manner that discloses HiON Confidential Information or identifies the HiON EV Facility in combination with financial performance information not permitted under FDD Item 19. The “96% utilization” + “strong cash flow” + “confidential financials” framing violates the FPR standard. Corrective: remove the post immediately. Marketing the sale routes through a confidential process — broker-facilitated NDAs under HiON templates; financial performance discussions only within Item 19 boundaries; transferee qualifications established before any Confidential Information disclosure.

Drill 5.10 — Document purge. Decline. §15.6 [MANDATORY] — customer-interaction logs retained at least 3 years (the 2-year-old logs are within the retention period). Site-inspection logs similarly at least 3 years (the 18-month-old logs are within retention). The IT contractor’s framing is operationally tempting but contradicts §15.6 retention. Corrective: the contractor’s document-purge cycle is reconfigured to honor §15.6 minimums + any longer periods required by FA/MSA/law/litigation hold; counsel review on edge cases; the records-retention schedule is the operating reference, not the IT contractor’s preference.

Recommended visual aids

• The §15.6 12-category retention table projected during §4.6
• A real (redacted) Expansion Feasibility Submittal during §4.2
• A real (redacted) Closure Plan during §4.5

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Section 10 · Cross-references

Modules

• M01–M14 — every prior module is the operating record §15 events are evaluated against. Clean CAP history (M02), strong Sinking Fund (M13), maintained Compliance Register (M14), accurate records (M13 + M14 + all customer-facing modules) — these are what make §15 events smooth
• M02 (Governance) — §1.2.6 exception for refresh timeline deviation; §3.3 transfer audit
• M04 (Site Acquisition) — §6.3 Submittal structure adapted for §15.2 expansion
• M05 (Lease) — lease accommodation for expansion; Lease Addendum and Collateral Assignment for transfer and termination
• M09 (Staffing) — §8.1.3 DBM vacancy mechanics that may trigger §15.3 transfer event
• M10 (Maintenance) + M11 (CX) + M13 (Finance) + M14 (Compliance) — operational records that feed §15.6 retention

External documents

• Operations Manual §15 (Location Lifecycle — all subsections)
• Operations Manual Appendices A–F (form catalog and retention schedule)
• Franchise Agreement §10 (Transfer); §§15-17 (Termination); renewal provisions
• FDD Item 6 (Transfer Fee, Renewal Fee, Relocation Fee)
• Master Services Agreement (equipment decommissioning under MSA)
• Partner Portal Expansion Feasibility Submittal template; Closure Plan template; Relocation Submittal template

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Section 11 · Source verification log

Claim	Manual reference	Status
Refresh participation [MANDATORY]; declining not an option	§15.1	verified
Refresh coordinated through Partner Portal	§15.1 [MANDATORY]	verified
Sinking Fund release only with HiON prior written approval	§15.1 [MANDATORY]	verified
[APPROVAL REQUIRED] for refresh timeline deviation	§15.1	verified
Expansion [APPROVAL REQUIRED]; 5 confirmations; standard layouts; no construction before authorization	§15.2	verified
7 §15.3.1 transfer categories	§15.3.1	verified
9-step §15.3.2 transfer process	§15.3.2	verified
3 [MANDATORY] §15.3 standards (cooperation; no marketing with FPR; honor Right of First Refusal)	§15.3	verified
Then-current form of FA executed by transferee	§15.3.2	verified
5 [MANDATORY] + 1 [RECOMMENDED] §15.4 renewal standards	§15.4	verified
Renewal notice window in FA; missing may be fatal	§15.4 [MANDATORY]	verified
24-month [RECOMMENDED] renewal conversation start	§15.4	verified
4 [MANDATORY] §15.5.1 post-termination obligations	§15.5.1	verified
De-identification at franchisee’s cost; complete removal/covering of Marks + Brand Asset Library + Site Design Manual elements	§15.5.1	verified
Non-compete observation for any continued operation at same premises	§15.5.1 [MANDATORY]	verified
Closure [APPROVAL REQUIRED] absent immediate safety/utility/disaster	§15.5.2	verified
Equipment decommissioning by HiON or authorized service providers only	§15.5.2 [MANDATORY]	verified
Relocation [APPROVAL REQUIRED] + Relocation Fee	§15.5.3	verified
12-category records retention schedule	§15.6	verified
Litigation-hold practice required	§15.6 [MANDATORY]	verified
Manual + Confidential Information return on termination	§15.6 [MANDATORY]	verified

Outstanding unverified items

#	Claim	Primary source	Resolver
M15.OUT.01	FA §10 specific Transfer mechanics + Right of First Refusal language	FA primary	Jim Frank / counsel
M15.OUT.02	FA §§15-17 specific Termination provisions	FA primary	Jim Frank / counsel
M15.OUT.03	FA renewal notice window specifics	FA primary	Jim Frank / counsel
M15.OUT.04	FDD Item 6 Transfer Fee, Renewal Fee, Relocation Fee specific amounts	FDD primary	Jim Frank / counsel
M15.OUT.05	Partner Portal current Expansion / Closure / Relocation Submittal templates	Partner Portal	Will Frank / Joe Frank

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Section 12 · Change log

Version	Date	Author	Changes
v0.1	2026-05-19	Claude (draft)	Initial draft against Operations Manual v1.0 Working Draft. All Manual citations verified. Five outstanding items defer to FA / FDD / Partner Portal primary. Closes Phase E (Lifecycle). The full HiON Franchisee Training Program rebuild is now drafted — M01 through M15 with all Manual citations verified, voice diagnostics passed, and source-gap log consolidated.