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Where can I find more information about transfer obligations for a Body20 franchise?

Body20 Franchise · 2025 FDD

Answer from 2025 FDD Document

hat such transferee meets all of our then-current qualifications to become a franchisee, including not having any involvement with a Competitive Business. If the transferee or its Affiliates already own a Studio, the transferee and its Affiliates must not be in default under any of their agreements with us or our Affiliates, must have a good record of customer service and compliance with our System Standards, and must, in our sole opinion, have sufficient financial and operational capacity to operate additional Studios;

  • (i) Your proposed transferee and their representatives must successfully complete our then-current training requirements at their expense;

  • (j) Your proposed transferee (and, if the transferee is not an individual, such owners of a legal or beneficial interest in the transferee as we may request) must (i) enter into a written assignment, in a form satisfactory to us, assuming and agreeing to discharge and guarantee all of your obligations under this Agreement and (ii) must execute our then-current form of personal guarantee;

  • (k) Your proposed transferee (and, if the transferee is not an individual, such owners of a legal or beneficial interest in the transferee as we may request) must execute, for a term ending on the last day of the existing Term and with such Successor Term as is provided by this Agreement, our then-current franchise agreement for new franchisees and such other agreements as we may require, which agreements will supersede this Agreement in all respects. The terms of the new franchise agreement may differ significantly from the terms of this Agreement, including different fees. The prospective transferee will not be required to pay any initial Franchise Fee;

  • (l) Your proposed transferee must make arrangements to modernize, renovate, or upgrade the Studio, at its expense, to conform to our then-current System Standards for new Studios;

  • (m) Your proposed transferee must covenant that it will continue to operate the Studio under the Marks and using the System;

  • (n) We must determine, in our sole discretion, that the purchase price and payment terms will not adversely affect the operation of the Studio. If you or your Owners finance any part of the purchase price, you and they must agree that all obligations under promissory notes, agreements, or security interests reserved in the Studio will be subordinate to the transferee's obligation to pay all amounts due to us and our Affiliates and otherwise to comply with this Agreement; and

  • (o) You and your Owners and the transferee and its owners must execute a consent to Transfer agreement in a form that we prescribe that describes the conditions that must be complied with in order to obtain our consent to the Transfer.

  • 13.5 Non-Control Transfers. For any Transfer that does not result in a Control Transfer, in addition to any other conditions that we reasonably specify, you and/or your transferee must satisfy (unless waived by us) the conditions in Sections 13.4 (Control Transfer), except the following conditions will not apply: Section 13.4(g) (obtain landlord's consent), 13.4(i) (complete training), 13.4(k) (sign new franchise agreement), and 13.4(l) (renovate Studio). You and your Owners must sign the form of agreement and related documents that we then specify to reflect your new ownership structure.

  • 13.6 Transfer to an Entity. We will consent to the assignment of this Agreement to an Entity that you form for the convenience of ownership, provided that: (i) the Entity has and will have no other business besides operating Studio; (ii) you satisfy the conditions in Sections 13.4(a) (pay the applicable Transfer Fee), 13.4(b) (all payments made), 13.4(c) (comply with obligations), 13.4(d) (sign general release), 13.4(e) (remain liable for pre-Transfer obligations), 13.4(f) (remain bound to certain provisions), and 13.4(j) (sign assignment and guaranty); and (iii) the Owners hold equity interests in the new Entity in the same proportion shown in Appendix A.

Source: Item 9 — FRANCHISEE'S OBLIGATIONS (FDD pages 37–38)

What This Means (2025 FDD)

According to the 2025 Body20 Franchise Disclosure Document, Item 23 (Receipts) includes information regarding transfer obligations. Specifically, section 13.4(d) ("Control Transfer"), 13.5 ("Non-Control Transfers"), and 13.6 ("Transfer To an Entity") of the Franchise Agreement contain information about transfer obligations. Additionally, a rider to the franchise agreement for use in Maryland states that the general release required as a condition of sale and/or assignment/transfer will not apply to any liability arising under the Maryland Franchise Registration and Disclosure Law.

To complete a transfer, Body20 requires that the proposed transferee and their representatives successfully complete the then-current training requirements at their expense. The transferee must also enter into a written assignment assuming all of the franchisee's obligations under the agreement and execute Body20's current form of personal guarantee. The transferee must execute the then-current franchise agreement for new franchisees, which may have significantly different terms and fees than the original agreement. The prospective transferee will not be required to pay any initial Franchise Fee.

Furthermore, the proposed transferee must modernize, renovate, or upgrade the Body20 studio to meet the current System Standards for new studios. The transferee must also agree to continue operating the studio under the Body20 marks and using the Body20 system. Body20 must determine that the purchase price and payment terms will not adversely affect the studio's operation. If the franchisee or their owners finance any part of the purchase price, they must agree that all obligations will be subordinate to the transferee's obligation to pay all amounts due to Body20. Finally, both the franchisee and the transferee must execute a consent to Transfer agreement that outlines the conditions for obtaining Body20's consent to the transfer.

Disclaimer: This information is extracted from the 2025 Franchise Disclosure Document and is provided for research purposes only. It does not constitute legal or financial advice. Consult with a franchise attorney before making any investment decisions.