How can the Best Brains franchise agreement be modified?
Best_Brains Franchise · 2025 FDDAnswer from 2025 FDD Document
| Provision | Section in franchise or other agreement | Summary | |
|---|---|---|---|
| performance may be required; and right of first refusal declined by us. (also see r below). | |||
| n. | Franchisor's right of first refusal to acquire franchisee's business | Section 9.D | We can match any offer for your business, except broker's fees are excluded. Cash may be substituted for any form of payment proposed. |
| o. | Franchisor's option to purchase franchisee's business | Section 7.F | Option to purchase some or all equipment, supplies, inventory, advertising materials and any items with our logo, for cash at fair market value, exercisable up to 90 days after termination or expiration. If no agreement on fair market value, an appraiser appointed by us will decide. |
| p. | Death or disability of franchisee | Section 9.E | You must assign franchise to an approved buyer within 5 months. All transfer provisions of Section 9 apply. |
| q. | Non-competition covenants during the term of the franchise | Section 8.A | May not offer services similar to those offered by a BEST BRAINS learning center. |
| r. | Non-competition covenants after the franchise is terminated or expires | Section 8.B. and 8.C | May not offer services similar to those offered by a BEST BRAINS learning center, or solicitation of past customers, for 2 years within 25 miles of your former learning center location or any other BEST BRAINS learning center. |
| s. | Modification of the agreement | Sections 5.H. and 12.C | Modification by written agreement signed by you and us. The Operations Manual is subject to change. |
Source: Item 17 — RENEWAL, TERMINATION, TRANSFER, AND DISPUTE RESOLUTION (FDD pages 32–34)
What This Means (2025 FDD)
According to Best Brains' 2025 Franchise Disclosure Document, the franchise agreement can only be modified through a written agreement. This agreement must be signed by both the franchisee and Best Brains. This requirement ensures that any changes to the original contract are formally documented and agreed upon by all parties involved, preventing unilateral modifications or misunderstandings.
This provision is standard in franchising, as it protects both the franchisor and franchisee by ensuring that all modifications are clear, documented, and mutually agreed upon. It prevents either party from later claiming that changes were made without their consent. Franchisees should be aware that verbal agreements or understandings outside of this written modification process may not be enforceable.
It is important to note that while the franchise agreement itself requires a written modification, the Best Brains Operations Manual is subject to change by the franchisor. Franchisees should regularly review updates to the Operations Manual to stay informed of any changes to operational procedures or standards. The distinction between the franchise agreement and the operations manual is crucial, as the former is a legally binding contract that can only be altered with mutual consent, while the latter is a set of guidelines that Best Brains can update as needed to maintain brand standards and operational efficiency.