Establishing secure connection…Loading editor…Preparing document…

Healthcare Franchise Seller Disclosure

This template is fully customizable. Edit the text, fill out the fields, and send it for signature. Give it a try!

HEALTHCARE FRANCHISE SELLER DISCLOSURE

Seller Name:   Seller Entity/DBA:

Buyer Name:   Franchise Name:

Franchised Business & Location

Seller Information & Organizational Details

Individual    Corporation    LLC    Partnership    Other

Licensure, Certification & Regulatory Compliance

Are all required federal, state and local healthcare licenses and certifications for the franchised operations currently active and in good standing?    Yes    No

Have any provider licenses or facility certifications been suspended, revoked, restricted or subject to disciplinary action within the last 7 years?    Yes    No

Investigations, Billing & Payer Issues

Within the last 7 years, has the seller, franchised entity or affiliated healthcare providers been subject to any criminal, civil, administrative or investigatory action related to billing, Medicare/Medicaid, insurance fraud, Stark/anti-kickback, or similar matters?    Yes    No

Patient Privacy & Data Security

Has the franchised business experienced any breach, unauthorized access, or loss of protected health information (PHI) or other patient data that required notice to patients or regulators?    Yes    No

Material Contracts, Leases, Liens & Encumbrances

Financial Performance & Historical Revenue

Seller provides the following consolidated revenue figures for the franchised operation(s). These figures are representations by the seller and may be relied upon only as expressly provided in the purchase agreement.

Fees, Consideration & Transfer Terms

Litigation, Insolvency & Bankruptcy

Has the seller or the franchised business filed for bankruptcy, or been subject to involuntary bankruptcy proceedings within the last 10 years?    Yes    No

Representations, Warranties and Seller Certification

The Seller represents and warrants that the information provided in this disclosure is true and complete to Seller’s knowledge as of the Effective Date below. Seller authorizes Buyer and the franchisor to verify any information, to obtain copies of public records, and to rely on this disclosure in connection with the evaluation and purchase of the franchised business. Seller acknowledges that any material misrepresentation or omission may constitute a breach of the purchase agreement and may give rise to remedies including rescission, indemnity and damages.

Acknowledgments

Seller acknowledges receipt and provision to Buyer of all documents and materials required by the purchase agreement and acknowledges that Seller has made no oral or written earnings claim beyond those expressly set forth in this disclosure or in the franchisor’s disclosures. Seller further acknowledges ongoing obligations to notify Buyer and franchisor of any material change to the facts set forth herein prior to closing.

Acknowledgment of Receipt by Buyer

Buyer acknowledges that Buyer has received a copy of this Seller Disclosure and has had the opportunity to review and ask questions about its contents prior to execution of any purchase agreement.

Seller Name:

By:

Date:

Buyer Name:

By:

Date:

Enter text✕

What the Healthcare Franchise Seller Disclosure Is

A Healthcare Franchise Seller Disclosure is a written report provided by a seller (franchisee) or franchisor to a prospective buyer that itemizes material facts about a healthcare franchise offering, including business history, financial performance representations, licensing and regulatory status, pending litigation, and transfer restrictions. It supplements the Franchise Disclosure Document (FDD) where applicable and helps prospective buyers evaluate compliance, licensure, and third-party risks specific to clinical services, medical staffing, or patient-data obligations under HIPAA.

Why a Clear Seller Disclosure Matters

A complete Healthcare Franchise Seller Disclosure reduces transactional risk, supports regulatory compliance with the FTC Franchise Rule and state requirements, clarifies what the buyer is acquiring, and documents representations that can affect indemnities, escrow, or purchase price adjustments.

Why a Clear Seller Disclosure Matters

Who prepares and reviews this disclosure

Typical participants in a healthcare franchise sale who prepare, deliver, or review the disclosure.

  • Franchisors and Corporate Counsel — Prepare or approve standard disclosure language and state-specific addenda; ensure franchise registration and compliance with the FTC Franchise Rule and any state franchise acts.
  • Selling Franchisees — Provide seller-specific financials, license and credential records, staffing details, and disclosures about operational variations or local compliance issues.
  • Prospective Buyers and Advisors — Review disclosures to confirm licensing, financial rep accuracy, HIPAA safeguards, and to plan due diligence, licensing transfers, or escrow conditions.

Each party should document delivery and receipt; e-signatures are commonly used where legally permitted.

Core components of a professional seller disclosure

A well-structured Healthcare Franchise Seller Disclosure organizes material facts into consistent sections so buyers and regulators can assess operational, financial, and compliance risk quickly.

Disclosure Summary

Concise executive summary of the transaction, including parties, franchise location(s), proposed closing date, and high-level operational notes for clinical services and patient volume.

Financials

Seller-prepared financial statements, revenue breakdowns, and any audited reports; note revenue drivers, payer mix, outstanding receivables, and accounting conventions used.

Licenses & Credentials

Inventory of professional licenses, facility permits, provider credentials, and expiration dates plus any pending disciplinary actions or restrictions.

Material Legal Issues

Pending or threatened litigation, regulatory enforcement, malpractice claims, and settlements that could materially affect valuation or licensing.

State Addenda

State-specific disclosure language or registration statements required by jurisdictions with active franchise registration laws or healthcare licensing transfer rules.

Privacy & Compliance

Summary of HIPAA safeguards, business associate agreements, data breaches, and any corrective action plans affecting patient records or PHI handling.

Essential fields to include

Seller Legal Name: Exact entity name
Franchise Brand: Franchise system name
Facility Address: Street, city, state, ZIP
Financial Period: Dates covered
Licenses Listed: State and license IDs
Litigation Status: Open/closed summary

Step-by-step: completing the disclosure

Follow a consistent sequence to gather documents, confirm facts, and deliver the disclosure within required timeframes.

  • 01
    Gather Records: Collect licenses, financials, contracts, and credential files.
  • 02
    Draft Disclosures: Populate sections with factual, dated statements and attach exhibits.
  • 03
    Deliver to Buyer: Provide disclosure within required notice periods; document delivery method.
  • 04
    Retain Copies: Keep signed copies and audit trails for retention period compliance.

How to customize and complete the disclosure online

Set up an electronic disclosure workflow to collect signatures, attach exhibits, and preserve an audit trail while meeting authentication requirements.

Field Configuration
Authentication Email link, SMS code, or KBA per transaction sensitivity
Conditional Sections Show or hide sections based on answers or franchise type
Document Attachments Require PDFs for licenses, financials, and signed addenda
Audit Trail Capture IP, timestamp, signer email, and certificate

Where to send and file the completed disclosure

Route completed disclosures to the buyer, franchisor counsel, and regulatory filing channels as required by law or contract.

  • Prospective Buyer: Deliver the complete disclosure package and record acknowledgment.
  • Franchisor / Counsel: Provide a copy for approval and registration where necessary.
  • State Agencies: File registration statements in states that require franchise registration.
  • Corporate Records: Retain executed copies in seller and franchisor records.

Choosing tools for distribution and secure signing

Use an e-signature platform that supports HIPAA protections, audit trails, and common integrations to streamline delivery and evidence of receipt.

  • Supported Formats: PDF, DOCX, and fillable forms
  • Integrations: Connect with CRM, storage, and ERP systems
  • Authentication: Email, SMS, KBA, or SSO options

Select a platform that preserves tamper-evident copies and provides exportable audit reports to support regulatory review and post-closing recordkeeping.

Key timing rules and delivery expectations

Comply with federal and state timing rules for franchise disclosures and follow contract deadlines for delivery and cure periods.

FTC Waiting Period:

FTC Franchise Rule (16 C.F.R. Part 436) requires delivery at least 14 calendar days before signing or payment.

State Registration:

Some states require pre-sale registration and approval before offers can be made.

Amendments:

Provide any material updates promptly and re-deliver affected pages.

Closing Timelines:

Confirm deadlines for license transfers and payer credentialing before closing.

Recordkeeping:

Document delivery timestamps, receipt acknowledgments, and retention plan for audits.

Common preparation mistakes to avoid

  • Missing state addenda or failing to register where required, which can invalidate offers or trigger enforcement actions and delays.
  • Inconsistent financial disclosures between exhibits and presented statements, creating buyer disputes and valuation adjustments.
  • Failing to confirm license transfers or provider credentialing timelines, which can delay operation after closing.
  • Not redacting or addressing protected health information properly, risking HIPAA violations and breach notifications.

Consequences of errors or omissions

FTC Penalties: Civil penalties and rescission risk
State Sanctions: Registration fines or injunctions
Tax Penalties: IRC §6721 information return fines
HIPAA Fines: Civil monetary penalties for PHI breaches
Contract Rescission: Buyer may rescind for material misrepresentation
Professional Liability: Licensing disciplinary consequences

How this seller disclosure compares with the FDD

Compare the focused seller disclosure against the broader Franchise Disclosure Document (FDD) to understand overlap and unique seller obligations.

Feature FDD Seller Disclosure
Primary Purpose prospective buyer disclosure seller-specific factual disclosure
Required By ftc rule/state laws contract and buyer due diligence
Timing delivered per ftc timeframe delivered per sale schedule
Level of Detail system-wide franchise info location-specific operational facts

eSignature vendor comparison for disclosure workflows

Compare common pricing and feature considerations for eSignature platforms used to deliver and execute Healthcare Franchise Seller Disclosures. Do NOT rely on this table as contractual pricing; verify directly with vendors.

signNow DocuSign Adobe Sign PandaDoc HelloSign
Starting Price $8/user/mo $15/user/mo $14/user/mo $19/user/mo $15/user/mo
Free Trial Yes, 7-day free trial Varies Varies Varies Varies
Bulk Send Yes Yes Yes Yes No
Audit Trail Yes Yes Yes Yes Yes
Envelope Cap No cap 100 envelopes/user/year Varies Varies Varies

Frequently asked questions

Answers to common legal, technical, and compliance questions about completing and delivering a Healthcare Franchise Seller Disclosure.


Need help? Contact support

be ready to get more
Join over 28 million airSlate SignNow users