Can Brightstar Care assign its purchase option of the Agency's business to a third party?
Brightstar_Care Franchise · 2025 FDDAnswer from 2025 FDD Document
Upon our termination of this Agreement in compliance with its terms, your termination of this Agreement without cause in breach of this Agreement, or expiration of this Agreement (if we offer you the right to renew the franchise for the Franchised Business but you choose not to renew), we have the right (but no obligation), exercisable by giving you written notice before or within thirty (30) days after the effective date of termination or expiration, to purchase the Agency's business and related goodwill (other than any goodwill we already own). We have the unrestricted right to assign this purchase option to a third party (including an affiliate), which then will have the rights and obligations described in this Section 14.3. We (or our designee) are entitled to all customary representations, warranties, and indemnities in our purchase, including representations and warranties regarding ownership and condition of, and title to, assets; liens and encumbrances on assets; validity of contracts and liabilities affecting the assets, contingent or otherwise; and indemnities for all actions, events, and conditions that existed or occurred in connection with the Agency before the closing of the purchase. You also agree (at our option) to assign to us (or our designee) the lease for the Agency's premises or to enter into a sublease for the remainder of the lease term on the same terms (including renewal options) as the lease.
Source: Item 17 — RENEWAL, TERMINATION, TRANSFER AND DISPUTE RESOLUTION (FDD pages 81–92)
What This Means (2025 FDD)
According to Brightstar Care's 2025 Franchise Disclosure Document, Brightstar Care has the unrestricted right to assign its purchase option of the Agency's business to a third party. This includes the right to assign the purchase option to an affiliate. This right is exercisable by giving the franchisee written notice before or within thirty (30) days after the effective date of termination or expiration of the franchise agreement.
If Brightstar Care (or its designee) exercises this purchase option, they are entitled to customary representations, warranties, and indemnities in the purchase. These include assurances regarding the ownership, condition, and title to assets, as well as any liens or encumbrances on those assets. They also include the validity of contracts and liabilities affecting the assets, and indemnities for actions, events, and conditions connected to the Agency before the purchase closing.
Furthermore, Brightstar Care has the option to require the franchisee to assign the lease for the Agency's premises to them (or their designee) or to enter into a sublease for the remainder of the lease term. The terms of the sublease, including renewal options, must be the same as the original lease. This provision ensures that Brightstar Care can maintain control over the Agency's location if they choose to exercise their purchase option.