What instruments must the franchisee deliver to Beem Light Sauna at the closing of the asset purchase?
Beem_Light_Sauna Franchise · 2025 FDDAnswer from 2025 FDD Document
15.7 Our Right to Purchase Studio Assets.
(a) Exercise of Option. Upon termination of this Agreement for any reason (other than your termination in accordance with Section 14.3 (Termination By You)) or expiration of this Agreement without our and your signing a successor franchise agreement, we have the option to purchase the inventory, supplies, Operating Assets, and other assets used in the operation of the Studio that we designate (the "Purchased Assets"). As a first step in exercising our option, we must give you written notice within 15 days after the date of termination or expiration of our intent to conduct due diligence (the "Exercise Notice"). We have the unrestricted right to exclude any assets we specify relating to the Studio from the Purchased Assets and not acquire them. You agree to provide us the financial statements and other information we reasonably require, and to allow us to inspect the Studio and its assets, to determine whether to exercise our option. If a Franchisee Party owns the Site, we may elect to include a fee simple interest in the Site as part of the Purchased Assets or, at our option, lease the Site from the Franchisee Party (or an Entity controlled by your Owner) for an initial ten-year term with one renewal term of five years (at our option) on commercially reasonable terms, which shall include the right to sublease the Site to another party. You and your Owners agree to cause your Affiliate or any Entity controlled by such Owner to comply with these requirements. If a
Franchisee Party leases the Site from an unaffiliated lessor, you agree (at our option) to cause the Franchisee Party to assign the Site Lease to us or to enter into a sublease for the remainder of the Site Lease term on the same terms (including renewal options) as the Lease.
- (b) Operations Pending Purchase.
If we do not exercise our right to operate the Studio, we may require you to continue to operate the Studio in accordance with this Agreement during the period between the expiration or termination of this Agreement through (i) the date on which we decide to decline our right to exercise this option (or the expiration of the option, if we fail to provide an Exercise Notice by the deadline) or (ii) the closing of our purchase.
Source: Item 23 — RECEIPT (FDD pages 71–230)
What This Means (2025 FDD)
Based on the 2025 Beem Light Sauna Franchise Disclosure Document, upon termination or expiration of the franchise agreement (excluding franchisee termination per Section 14.3), Beem Light Sauna holds the option to purchase designated assets used in the Studio's operation, termed "Purchased Assets." To initiate this option, Beem Light Sauna must issue a written notice within 15 days of termination or expiration, signaling their intent to conduct due diligence.
The franchisee is obligated to provide financial statements and other reasonably required information, and allow inspection of the Studio and its assets to facilitate Beem Light Sauna's decision on exercising the purchase option. Beem Light Sauna retains the right to exclude any specified assets related to the Studio from the Purchased Assets.
If Beem Light Sauna chooses not to operate the Studio post-termination or expiration, they may require the franchisee to continue operations under the existing agreement. This period extends from the termination/expiration date until either Beem Light Sauna declines the purchase option (or the option expires without notice) or the purchase closes. The FDD does not specify the exact instruments that the franchisee must deliver at the closing of the asset purchase, but it does mention the franchisee must provide financial statements and other information reasonably required.