What ownership and control requirements apply when transferring a Best Brains franchise to an entity?
Best_Brains Franchise · 2025 FDDAnswer from 2025 FDD Document
declined to exercise it;
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- The assignee or transferee has sufficient business experience, aptitude, financial resources, meets our then applicable standards for franchisees, is of good moral character, will comply with our standard training requirements, has received the required disclosure documents in accordance with law, and executes the then current form of franchise agreement and other agreements;
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- Upon our request, the assignee or transferee agrees in a form approved by us to be personally bound jointly and severally by all the provisions of this Agreement and assume and guarantee all of Franchisee's obligations hereunder and all other agreements between Franchisee and the Company or its affiliates;
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- Upon our request, you enter into an agreement with us guaranteeing full payment and performance of the obligations of your transferee;
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- All of your monetary obligations owed to us and our affiliates are fully paid and you are not otherwise in default under this Agreement;
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- The assets of the Franchised Business are refurbished, remodeled or replaced in order to be in compliance with the then current standards and specification utilized in the granting of franchises;
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- The lessor has consented to the assignment of the lease for the Franchised Business premises to the assignee or transferee if the lease requires such a consent;
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- You pay us a transfer fee in an amount of $2,500 for the transfer of either a
Source: Item 23 — RECEIPTS (FDD pages 42–190)
What This Means (2025 FDD)
According to Best Brains' 2025 Franchise Disclosure Document, if a franchisee is in full compliance with the franchise agreement, Best Brains will not unreasonably withhold consent to a transfer of the agreement and the assets of the franchised business to an entity. However, several conditions must be met.
First, the entity's name cannot include the words "BEST," "BRAIN," or "BRAINS," and its activities must be exclusively limited to operating the Best Brains franchised business. Second, the franchisee must own and control all of the ownership interest in the entity. The entity must assume all of the franchisee's obligations under the franchise agreement, and the owners must agree to be personally bound, jointly and severally, by all provisions of the agreement, assuming and guaranteeing all of the franchisee's obligations.
Third, any subsequent transfer of ownership interest in the entity is subject to Best Brains' consent. The ownership shares must indicate that any transfer of interests is restricted and may be transferred only with Best Brains' consent and according to the terms of the franchise agreement. Finally, the franchisee is responsible for paying all legal expenses and other charges incurred by Best Brains in connection with the transfer. The franchisee must also pay Best Brains a transfer fee of $2,500 for the transfer of either a Premium Learning Center or a Teacher Learning Center franchise and execute releases of all claims against Best Brains.