Does the License Agreement for Body Brain Center automatically renew?
Body_Brain_Center Franchise · 2025 FDDAnswer from 2025 FDD Document
On February 1, 2016, we entered into a Second Amended and Restated License Agreement (the "License Agreement") with BR Consulting. Under the terms of the License Agreement, BR Consulting granted us the right to use the Marks in the Body & Brain System and to sublicense the Marks to our franchisees. The term of the License Agreement automatically renews annually, unless it is terminated in accordance with its terms or unless either party provides notice that it does not intend to renew. BR Consulting is permitted to terminate the Trademark License Agreement only if we declare bankruptcy or become insolvent or if we commit a default under the License Agreement and fail to cure within the required period of time. We are obligated to pay a portion of all initial franchise fees and royalty fees that we receive to BR Consulting. If the License Agreement is terminated, the agreement states that all sublicenses granted by us to our franchisees will continue in full force and effect until the expiration or termination of the applicable franchise agreement. We and BR Consulting may amend the License Agreement at any time. Except for the License Agreement, no agreements limit our right to use or sublicense the use of the Marks.
Source: Item 13 — TRADEMARKS (FDD pages 32–33)
What This Means (2025 FDD)
According to Body Brain Center's 2025 Franchise Disclosure Document, the Second Amended and Restated License Agreement with BR Consulting, which grants Body Brain Center the right to use certain marks, automatically renews annually. This agreement allows Body Brain Center to sublicense these marks to its franchisees. The automatic renewal continues unless the agreement is terminated according to its terms or if either party provides notice that they do not intend to renew it.
BR Consulting can only terminate the Trademark License Agreement if Body Brain Center declares bankruptcy, becomes insolvent, or defaults under the License Agreement and fails to correct the default within the required timeframe. Body Brain Center is obligated to pay BR Consulting a portion of the initial franchise fees and royalty fees it receives.
Importantly, the FDD states that if the License Agreement between Body Brain Center and BR Consulting is terminated, all sublicenses granted to Body Brain Center franchisees will remain in effect until the expiration or termination of the franchisee's agreement. This provision protects franchisees even if the overarching agreement between Body Brain Center and BR Consulting ends. Both Body Brain Center and BR Consulting can amend the License Agreement at any time, and no other agreements limit Body Brain Center's right to use or sublicense the marks, except for the License Agreement itself.