Which provisions of the Brain Balance franchise agreement remain in effect after the termination of the agreement?
Brain_Balance Franchise · 2025 FDDAnswer from 2025 FDD Document
- 17.04.
Upon the termination of this Agreement, whether as a result of an Event of Default or for any other reason, FRANCHISEE shall:
- (a) Cease to be a FRANCHISEE, cease to operate the Franchised Business, and refrain and desist from using the names and Marks and all other marks, trade names, trademarks, or logos of COMPANY, or such names or logos similar thereto, in any manner whatsoever, including, without limitation, together with other words such as "formerly known as."
20.02. FRANCHISEE acknowledges that its franchise is one of a number of Brain Balance® Centers using COMPANY's service marks and style of conduct and that the failure on the part of FRANCHISEE to comply with any of the terms of this Agreement could cause irreparable damage to some or all of the other offices franchised or operated by COMPANY and to COMPANY's business. Therefore, and notwithstanding the provisions contained in Paragraph 20.01 above, FRANCHISEE agrees that upon the happening of any Non-Curable Default or Event of Default set forth in Section 17.01 or 17.02, or in the event of a threatened breach by FRANCHISEE of any of the terms of this Agreement, COMPANY shall have the immediate right to secure a court order enjoining any such default or threatened breach. If this Agreement shall have been terminated, FRANCHISEE may be enjoined from any continued operation of any Center franchised under this Agreement and/or the Franchised Business. This covenant shall be independent and severable and shall be enforceable notwithstanding any other rights or remedies that either party may have.
- 10.17. (a) All permanent staff of the Franchised Business shall execute Exhibit 3, the Confidentiality, Non-Solicitation, and Non-Compete Agreement as provided in the Operations Manual.
FRANCHISEE will take such action in connection therewith as may be required by COMPANY both during and upon termination of this Agreement in order to protect any trade secrets that are proprietary to COMPANY or any information, knowledge, or know-how deemed confidential under this Agreement.
Source: Item 22 — CONTRACTS (FDD pages 70–72)
What This Means (2025 FDD)
Based on the 2025 Brain Balance Franchise Disclosure Document, if the franchise agreement is terminated, the franchisee must cease operating the franchised business and discontinue using Brain Balance's names, marks, and logos. This includes refraining from using similar names or logos in any manner. Brain Balance retains the right to seek a court order to prevent the franchisee from continuing operations if the agreement is terminated. Additionally, all permanent staff must adhere to the Confidentiality, Non-Solicitation, and Non-Compete Agreement, as outlined in the Operations Manual, to protect Brain Balance's trade secrets and confidential information, both during and after the agreement's termination.
Brain Balance emphasizes the importance of protecting its brand and proprietary information. The non-compete and confidentiality clauses are standard in franchising to prevent former franchisees from using the franchisor's business model or trade secrets to compete against the system. The franchisor's ability to seek injunctive relief (a court order) is a strong measure to enforce these post-termination obligations.
These post-termination obligations are typical in franchise agreements. They are designed to protect the franchisor's brand, trade secrets, and customer relationships. Prospective Brain Balance franchisees should carefully review these provisions to understand their obligations upon termination of the franchise agreement.