Under what conditions is a provision allowing Best Brains to repurchase a franchisee's business during the term of the franchise agreement lawful in Washington?

According to Best Brains' 2025 Franchise Disclosure Document, specifically the Washington Addendum, a provision allowing Best Brains to repurchase a franchisee's business during the term of the franchise agreement is generally unlawful in Washington, pursuant to RCW 19.100.180(2)(j). However, there is an exception: such a provision is lawful if the franchise is terminated for good cause. This means that Best Brains cannot arbitrarily repurchase a franchise during its term unless there is a legitimate reason for termination, as defined by Washington law.

This protection is in place to prevent Best Brains from unfairly taking back a successful franchise location without justification. The "good cause" standard provides a legal basis for the franchisee to challenge any repurchase attempt that they believe is not based on legitimate grounds. This ensures that Best Brains must have a valid and justifiable reason, such as a breach of contract or failure to meet performance standards, before repurchasing the franchise.

For a prospective Best Brains franchisee in Washington, this addendum offers a degree of security. It prevents Best Brains from using a repurchase clause to unfairly seize the business. However, it is crucial for franchisees to understand what constitutes "good cause" for termination under Washington law, as this will define the circumstances under which Best Brains could lawfully repurchase the franchise. Franchisees should seek legal counsel to fully understand their rights and obligations under the franchise agreement and Washington law.