Does Body20 require consent for transferring the franchise agreement?
Body20 Franchise · 2025 FDDAnswer from 2025 FDD Document
13.3 Transfer Procedure.
- (a) Consent Required.
This Agreement and the License are personal to you, and we have granted the License in reliance on your and your Owners' business skill, financial capacity, and personal character.
Accordingly, neither you nor any of the Owners or any successors to any part of your interest in this Agreement or the License may make any Transfer or permit any Transfer to occur without obtaining our prior written consent, except as provided in Section 13.7 (Permitted Transfers).
Any purported Transfer, without our prior written consent, will be null and void and will constitute an Event of Default (as herein defined), for which we may terminate this Agreement without opportunity to cure.
- (b) Obtaining Consent.
If you or any of your Owners desire to make a Transfer, you must promptly provide us with advance written notice and must submit a copy of all proposed contracts and other information concerning the Transfer and transferee that we reasonably require.
We have the right to communicate with both you, your counsel, and the proposed transferee on any aspect of a proposed Transfer.
No Transfer that requires our consent may be completed until at least 60 days after we receive written notice of the proposed Transfer.
We have sole and absolute discretion to withhold our consent, except as otherwise provided in Sections 13.6 (Transfer to an Entity), 13.7 (Permitted Transfers), and 13.8 (Transfer Upon Death, Incapacity, or Bankruptcy), and we may condition our consent on compliance with any conditions that we specify.
If your Studio is not open and operating, we will not consent to your Transfer of this Agreement, and we are under no obligation to do so.
Our consent to a Transfer does not constitute a waiver of any claims that we have against the transferor, nor is it a waiver of our right to demand exact compliance with the terms of this Agreement.
- 13.4 Control Transfer.
For a proposed Control Transfer, in addition to any other conditions that we reasonably specify, the following conditions apply (unless waived by us):
(a) You or your transferee must pay us the Transfer Fee;
(b) All of your accrued monetary obligations and all other outstanding obligations to us, our Affiliates, and approved suppliers shall be up to date, fully paid, and satisfied;
Source: Item 23 — RECEIPT (FDD pages 74–251)
What This Means (2025 FDD)
According to Body20's 2025 Franchise Disclosure Document, the franchise agreement and license are personal to the franchisee, and Body20 grants the license based on the franchisee's and their owners' business skills, financial capacity, and personal character. Therefore, franchisees must obtain Body20's prior written consent before making any transfer of the agreement or license, except as provided in Section 13.7 (Permitted Transfers). A transfer without prior written consent is considered an Event of Default, potentially leading to termination of the agreement without an opportunity to cure the issue.
To obtain consent for a transfer, franchisees must provide Body20 with advance written notice and submit copies of all proposed contracts and information about the transfer and transferee that Body20 reasonably requires. Body20 has the right to communicate with the franchisee, their counsel, and the proposed transferee regarding the transfer. No transfer requiring consent can be completed until at least 60 days after Body20 receives written notice of the proposed transfer.
Body20 has sole and absolute discretion to withhold consent, except as otherwise provided in Sections 13.6 (Transfer to an Entity), 13.7 (Permitted Transfers), and 13.8 (Transfer Upon Death, Incapacity, or Bankruptcy), and may condition consent on compliance with any specified conditions. Body20 will not consent to a transfer if the studio is not open and operating. Consent to a transfer does not waive any claims Body20 has against the transferor or its right to demand compliance with the agreement terms.
For a Control Transfer, the franchisee or transferee must pay Body20 a Transfer Fee, and all accrued monetary obligations to Body20, its Affiliates, and approved suppliers must be up to date, fully paid, and satisfied. Additionally, for transfers that do not result in a Control Transfer, the franchisee and/or their transferee must generally satisfy the conditions in Section 13.4 (Control Transfer), with some exceptions such as obtaining the landlord's consent, completing training, signing a new franchise agreement, and renovating the studio.