Does Best In Class Education Center need to approve all transfers of my franchise?
Best_In_Class_Education_Center Franchise · 2025 FDDAnswer from 2025 FDD Document
| THE FRANCHISE RELATIONSHIP | ||||||
|---|---|---|---|---|---|---|
| Provision | SECTIONS IN AGREEMENT | SUMMARY | ||||
| i. Your obligations | FA: 22.1 | Obligations include: remove trade dress and alter premises to eliminate any resemblance to a Center; cease use of intellectual property; return Manual, educational materials and branded materials; return proprietary software; assign telephone numbers, listings and domain names; assign student/parent information and accounts; cancel fictitious names; comply with data retention policies; and pay amounts due (also see "r", below). | ||||
| on termination/ | ||||||
| non-renewal | SOA: Not Applicable ADA: Not Applicable FA: 20.1 | The SOA does not impose any post-term obligations on you. The ADA does not impose any post-term obligations on you. | ||||
|
SOA: 10 | No restriction on our right to assign. | ||||
| contract by us | ||||||
| contract by us | ADA: 7.1 FA: 1 (definition of Transfer) & 20.2 | |||||
| k. "Transfer" by | SOA: 1 | Includes ownership change or transfer of contract or assets. | ||||
| you – definition | ||||||
| you – definition | ADA: 1 (definition of Transfer) & 7.2 | |||||
| 1. Our approval of | FA: 1 (definition of Permitted Transfer), 20.2 & 20.3 | You may engage in a Permitted Transfer (defined in Note 2 in Item without approval. We must approve other Transfers but will n | ||||
| transfer by you | SOA: 5 & 10 ADA: 1 (definition of Permitted Transfer), 7.2 & 7.3 FA: 20.2 | unreasonably withhold approval. You may only Transfer a Satel Office to the same person who buys your Center in accordance with Franchise Agreement's transfer terms. Transferee must: meet our qualifications; successfully complete training (or arrange to do so); obtain required licenses and permits; assume your obligations under contracts relating to the Business; sign then-current form of franchise agreement for remainder of term or, at our option, assume your Franchise Agreement; and remodel Center and upgrade furniture, fixtures and equipment to current standards within 1 year of Transfer or such shorter period of time we specify. | ||||
| m. Conditions for | You must: be compliant with Franchise Agreement; assign lease (if applicable); pay transfer fee (subject to state law); subordinate transferee's ongoing payments owed to you (if any) to transferee's payments owed to us; and sign general release (subject to state law). We must notify you that we will not exercise our right of first refusal. | |||||
| our approval of | ||||||
| transfer | SOA: 5 & 10 ADA: 7.2 74. 20. 7 | Transfer provisions in Franchise Agreement govern. Transferee must: meet our qualifications; successfully complete training (or arrange to do so); and sign then-current form of area development agreement for remainder of term or, at our option, assume your ADA. You must: be compliant with all Franchise Agreements and ADA; assign all Franchise Agreements and Satellite Office Addenda (if applicable) to same purchaser unless we agree to contrary (or we instruct transferee to sign then-current form of franchise agreement); comply with transfer provisions in Franchise Agreements; and sign general release (subject to state law). We must notify you that we will not exercise our right of first refusal. | ||||
| n. Our right of first | FA: 20.5 | We can match any offer for your business. | ||||
| refusal to acquire your business | Right of first refusal provision in Franchise Agreement governs. | |||||
| your ousiness | ADA: 7.5 | We can match any offer for your area development rights. |
Source: Item 17 — RENEWAL, TERMINATION, TRANSFER, AND DISPUTE RESOLUTION (FDD pages 37–41)
What This Means (2025 FDD)
According to the 2025 Best In Class Education Center FDD, not all franchise transfers require the franchisor's approval. You may engage in a "Permitted Transfer" without needing approval from Best In Class Education Center. However, for all other types of transfers, you must obtain approval from Best In Class Education Center, which the franchisor states will not be unreasonably withheld.
If you are considering transferring your Best In Class Education Center franchise, there are several conditions that must be met for approval. The potential transferee must meet the qualifications set by Best In Class Education Center and successfully complete the required training program, or make arrangements to do so. Additionally, the transferee must obtain all necessary licenses and permits, assume all of your obligations under existing contracts related to the business, and sign the then-current form of the franchise agreement for the remainder of the term. Best In Class Education Center also has the option to require the transferee to assume your existing Franchise Agreement.
As the transferor, you also have obligations to fulfill. You must be in compliance with the Franchise Agreement, assign the lease (if applicable), pay the transfer fee (subject to state law), and ensure that any ongoing payments owed to you by the transferee are subordinate to the transferee's payments owed to Best In Class Education Center. Additionally, you will need to sign a general release, subject to state law. Best In Class Education Center must also notify you that they will not exercise their right of first refusal, meaning they will not match any offer you have received for your business.
It is important to note that Best In Class Education Center also has the right of first refusal, meaning they can match any offer made for your business. This could potentially delay or complicate the transfer process if Best In Class Education Center decides to exercise this right. Franchisees should carefully review the transfer provisions in the Franchise Agreement and consult with a legal professional to ensure they understand all the requirements and implications of transferring their franchise.