According to the Body20 Franchise Agreement, what constitutes a 'Control Transfer'?
Body20 Franchise · 2025 FDDAnswer from 2025 FDD Document
ou may have against us, whether or not arising from this Agreement, will not constitute a defense to our enforcement of the covenants contained in this Section 12. You acknowledge that any breach or threatened breach of this Section 12 will cause us irreparable injury for which no adequate remedy at law is available, and you consent to the issuance of an injunction prohibiting any conduct violating the terms of this Section 12. Such injunctive relief will be in addition to any other remedies that we may have.
Section 13 Transfer and Assignment.
- 13.1 Transfer by Us. We have the right to assign this Agreement and all of our rights, duties, and obligations under this Agreement to any person or Entity that we choose in our sole discretion. Upon any such assignment, we will be released from all of our duties and obligations hereunder, and you will look solely to our assignee for the performance of such duties and obligations.
- 13.2 Definition of Transfer. For purposes of this Agreement, "Transfer" as a verb means to sell, assign, give away, transfer, pledge, mortgage, or encumber, either voluntarily or by operation of law (such as thr
Source: Item 23 — RECEIPT (FDD pages 74–251)
What This Means (2025 FDD)
According to the 2025 Body20 Franchise Disclosure Document, a 'Control Transfer' involves transferring significant aspects of the franchise. Specifically, it means transferring the Franchise Agreement itself, any interest in the agreement, the Body20 studio, or substantially all of the studio's assets. It also includes transferring any Controlling Interest.
For a prospective Body20 franchisee, understanding what constitutes a Control Transfer is crucial because these types of transfers typically require the franchisor's approval and may involve certain conditions. These conditions, as outlined in other sections of the FDD, can include paying transfer fees, completing training, signing new agreements, and upgrading the studio to meet current standards.
Body20 requires that both the franchisee and the proposed transferee execute a consent to transfer agreement, outlining the conditions for obtaining the franchisor's consent. Even for transfers that do not result in a Control Transfer, many of the same conditions apply, although some, such as obtaining the landlord's consent, completing training, signing a new franchise agreement, and renovating the studio, may be waived by Body20. This ensures that Body20 maintains control over who operates studios under its brand and that the standards of the franchise system are upheld even when ownership changes.