Under the Brain Balance agreement, can Brain Balance obligate the franchisee?
Brain_Balance Franchise · 2025 FDDAnswer from 2025 FDD Document
therwise be subject and assumes no liability or obligations to FRANCHISEE or any third party by reason of any neglect, delay, or denial of any approval requested hereunder.
10. ADDITIONAL OBLIGATIONS OF FRANCHISEE
10.01. FRANCHISEE shall faithfully abide by the terms of this Agreement and devote his/her full time and efforts to the promotion and success of the Franchised Business. In the event, following the opening of the Franchised Business, FRANCHISEE desires to operate a business other than the Franchised Business, FRANCHISEE agrees to obtain COMPANY's consent prior to taking any steps in connection with such proposed business, which consent may be refused for any reason or no reason.
10.02. FRANCHISEE shall not harm, misuse, or bring into disrepute the name or character of "BBF," "Brain Balance®," "Brain Balance Program®," or the Marks or any other trade name, trademark, service mark, service name, logo, or copyright of COMPANY or COMPANY's business or the business of any franchisee of COMPANY.
10.03. FRANCHISEE shall operate the Franchised Business from a self-contained space located in a retail building within the Territory in accordance with the terms and intent of this Agreement in a lawful and ethical manner as specified by COMPANY in its Operations Manual. FRANCHISEE shall obtain all permits and business licenses required by law for its Center location and shall comply with all premises regulatory requirements. FRANCHISEE shall obtain prior written approval from COMPANY of the lease, sign the lease within 120 days of the execution of this Agreement, and provide a copy of the executed lease to COMPANY within ten (10) days of its execution. The lease shall contain provisions that permit assignment to COMPANY and expressly provide that there are no obligations imposed on or granted against COMPANY. FRANCHISEE shall open the Center within nine (9) months of the date of this Agreement.
10.04. FRANCHISEE shall pay on a timely basis all of its bills and obligations; federal, state, and local and other expenses; and all taxes of the Franchised Business. FRANCHISEE shall not create or incur any expenses chargeable to COMPANY without COMPANY's prior written approval.
10.05. FRANCHISEE shall maintain the standard practices and image developed by COMPANY as the same may be changed from time to time by COMPANY, in order to maintain uniformity with other franchisees utilizing the Marks, and shall use only those standard methodologies, protocols, forms, stationery, and printed material of a style uniformly prescribed by COMPANY for its franchisees and of a quality that meets the standards uniformly prescribed by COMPANY.
10.06. FRANCHISEE shall conduct continuing local advertising in form, content, and media approved by COMPANY in a minimum amount set forth in Section 6.07, depending upon location and demographics, and retain evidence of such expenditures for submission to COMPANY upon request.
10.07. FRANCHISEE shall utilize a bookkeeping service designated by COMPANY for the first six (6) months of FRANCHISEE's operation of the Franchised Business. In COMPANY's sole discretion, FRANCHISEE may use an alternate bookkeeping service approved in writing by COMPANY.
- 10.08. FRANCHISEE shall not charge fees for services to its clients other than as permitted by law.
- 10.09. FRANCHISEE shall not, directly or indirectly, operate, be associated with, or enter into any sub-franchise or branch office arrangement for the operation of the Franchised Business without COMPANY's prior written consent.
- 10.10. FRANCHISEE shall conduct the Franchised Business in accordance with federal law and pursuant to the law and regulations of the state and locality in which it is located.
- 10.11. FRANCHISEE shall keep the Franchised Business open and in normal operation as BBF may specify in the Manual or otherwise in writing. FRANCHISEE shall maintain, at all times, a full-time staff of no less than a Center Director and a Program Director, and an appropriate number of Program Coaches, who may be part-time, as required to deliver the services as we require. In addition, if FRANCHISEE does not contract with a Call Center, FRANCHISEE must engage the services of a full-time employee whose sole responsibility will be to respond to inbound inquiries for Program services. At the discretion of COMPANY, FRANCHISEE may work in the Center in one of the above positions but if they do not they must appropriately train individuals to fill each role. After Soft Opening, FRANCHISEE shall be responsible, at their own expense, for training any new staff who are engaged to work at FRANCHISEE's Center. FRANCHISEE must send a new Center Director or Program Director to the next regularly scheduled Initial Training session for which FRANCHISEE will be charged $300.
- 10.12. FRANCHISEE, shall not sell any assets other than in the ordinary course of business or, if a corporation, shall not merge or consolidate with another entity, reorganize, or amend its corporate charter nor shall it permit its officers, directors, shareholders, or members to assign or transfer shares of stock, except in strict accordance with the provisions of this Agreement.
- 10.13. FRANCHISEE shall, if requested by COMPANY, consent to the incorporation of, or the filing of a trade name certificate by other franchisees, where the corporate or trade name includes the words "Brain Balance®" or "Brain Balance Program®" followed by a suitable descriptive title and shall cooperate and execute all papers and documents reasonably required to effect the same.
- 10.14.
Source: Item 22 — CONTRACTS (FDD pages 70–72)
What This Means (2025 FDD)
According to the 2025 Brain Balance Franchise Disclosure Document, Brain Balance has several stipulations in place that obligate the franchisee.
The franchisee must faithfully abide by the terms of the agreement and devote full-time efforts to promoting the success of the franchised business. If the franchisee wants to operate another business after opening the Brain Balance center, they must obtain Brain Balance's consent, which may be refused for any reason. The franchisee must also operate the franchised business in a lawful and ethical manner as specified by Brain Balance in its Operations Manual. The franchisee is obligated to get all required permits and business licenses and must comply with all premises regulatory requirements. The franchisee needs to obtain prior written approval from Brain Balance of the lease, sign it within 120 days of the agreement's execution, and provide a copy to Brain Balance within ten days of signing. The lease must allow assignment to Brain Balance and state that there are no obligations imposed on or granted against Brain Balance. The franchisee must open the center within nine months of the agreement date.
The franchisee is obligated to pay all bills, obligations, and taxes related to the franchised business on time and cannot create expenses chargeable to Brain Balance without prior written approval. The franchisee must maintain a full-time staff, including a Center Director, a Program Director, and an appropriate number of Program Coaches. If the franchisee does not contract with a Call Center, they must employ a full-time employee to handle inbound inquiries. The franchisee is also responsible for training new staff at their own expense after the soft opening and must send new Center Directors or Program Directors to the next scheduled Initial Training session, which costs $300.
Furthermore, the franchisee cannot sell assets outside the ordinary course of business or alter the corporate structure without adhering to the agreement's provisions. If requested by Brain Balance, the franchisee must consent to the incorporation or trade name filings of other franchisees using "Brain Balance®" in their name. The franchisee must also ensure that the Brain Balance name appears correctly on all materials, following Brain Balance's written instructions. The franchisee must ensure all permanent staff execute a Confidentiality, Non-Solicitation, and Non-Compete Agreement. The franchisee's center location, layout, equipment, and all printed materials are subject to Brain Balance's prior written consent and must comply with the Operations Manual. All advertising and promotional materials must also receive prior written approval from Brain Balance.