What releases must Beem Light Sauna franchisees and owners execute in the event of a control transfer?
Beem_Light_Sauna Franchise · 2025 FDDAnswer from 2025 FDD Document
the Transfer Fee;
- (b) All of your accrued monetary obligations and all other outstanding obligations to us, our Affiliates, and approved suppliers shall be up to date, fully paid, and satisfied;
- (c) You and your Affiliates must not be in default if any provision of this Agreement and any Related Agreements as of (i) the date of the request for our approval of the Transfer (or you must make arrangements satisfactorily to us to come into compliance by the date of the Transfer) and (ii) the date of the Transfer;
- (d) You and your Owners must execute a general release, in a form that we prescribe, of any and all claims (to the extent permitted by Applicable Laws) against us, our Affiliates, and our and our Affiliates' past, present, and future officers, directors, mangers, members, equity holders, agents, and employees, including claims arising under Applicable Laws;
- (e) You and your Owners must agree to remain liable for all of the obligations to us in connection with the Studio arising before the effective date of the Transfer and execute any and all instruments that we reasonably request to evidence such liability;
Source: Item 23 — RECEIPT (FDD pages 71–230)
What This Means (2025 FDD)
According to the 2025 Beem Light Sauna Franchise Disclosure Document, in the event of a control transfer, both the franchisee and their owners are required to execute a general release. This release, in a form prescribed by Beem Light Sauna, covers any and all claims against Beem Light Sauna, its affiliates, and their respective officers, directors, managers, members, equity holders, agents, and employees. This includes claims arising under applicable laws, to the extent permitted by those laws.
Additionally, the franchisee and their owners must agree to remain liable for all obligations to Beem Light Sauna related to the studio that arose before the transfer's effective date. They must also sign any instruments reasonably requested by Beem Light Sauna to evidence this continued liability. Furthermore, even after the transfer, the franchisee and their owners remain bound by the provisions related to intellectual property, proprietary information, indemnification, and non-compete covenants, as if the franchise agreement had expired or terminated.
This requirement ensures that Beem Light Sauna is protected from potential future claims related to the franchisee's operation of the studio prior to the transfer. It also maintains the enforceability of key provisions like non-compete agreements, which are crucial for protecting Beem Light Sauna's business interests. The new owner also has to sign a transfer agreement.
Prospective franchisees should carefully review the specific terms of the general release and related documents to understand the full scope of their liabilities and obligations in the event of a control transfer. It is advisable to seek legal counsel to fully understand the implications of these releases and agreements.