Cereset

Cereset, LLC, an Arizona company organized in 2018, is the franchisor. A franchisee operates an independent CERESET business using the company’s marks and system. The brand describes its non-invasive “brain-mirroring” service as helping clients relax their brains for wellbeing, self-improvement, restful sleep and memory; it says the service is not a medical procedure and makes no medical claims.

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Startup Investment$102,900 to $226,600One To Three CERESET RoomsSource Research · Item 7

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What It Costs

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Disclosed Startup Investment$102,900 to $226,600One To Three CERESET Rooms

The disclosed estimate has specific assumptions. Review the included costs and conditions below.

Fees And Payment Terms

Fee	Disclosed Terms	Source
Conference Registration	Conference registration may cost up to $300 per person per day. What To Know The fee is per attendee, per day; the source does not give a total conference duration or a total attendance cost. It is due 10 days after invoice. The franchisor may hold conferences. Attendance is mandatory for up to one conference per year unless the franchisor makes attendance optional or waives the requirement for good cause. The fee is stated as an upper limit; no current lower or actual rate is provided. Item 6 notes that all fees are non-refundable and uniformly imposed. Travel Expenses for conference attendance are separately addressed in the fee notes and can include travel, meals, lodging, local transportation, and other living expenses incurred by the franchisee or its personnel; they are not included in the registration amount.	2026 FDD · PDF Page 11 · PDF Page 12 · PDF Page 18
Case-Management Support	Three hours of case-management support per month are included; requested support beyond that may be charged at up to $150 per hour, currently $100 per hour. What To Know The fee applies only when the franchisee requests more than three hours of case-management assistance in a given month. The first three hours each month are provided without charge. Item 6 states a maximum rate of $150 per hour and a current rate of $100 per hour. Item 11 and the agreement identify the then-current rate as currently $100 per hour. The sources do not state a separate minimum billing unit or a specific inflation formula. The charge is due 10 days after invoice. The fee notes state that fees are non-refundable and uniformly imposed.	2026 FDD · PDF Page 11 · PDF Page 12 · PDF Page 18 · PDF Page 21
Technology & Technical Support	The current MINDBODY technology charge is $195 per month; technical support beyond one free hour per month is currently $100 per hour. Item 6 states maximums of $300 per month and $150 per hour, respectively. What To Know The current $195 monthly MINDBODY charge is remitted to the third-party licensor. The Item 6 maximum is $300 per month. Technology charges are due 10 days after invoice; the agreement also permits the franchisor to specify otherwise. Up to one hour of technical support per month is provided without charge. Additional requested technical support is currently $100 per hour, with an Item 6 maximum of $150 per hour. Item 6 describes the free allowance as per office; Item 11 and the agreement describe one free hour each month. These passages are consistent on the monthly allowance and do not state separate cumulative hours. The technology fee includes amounts paid for technology items and services, amounts collected and remitted to third parties, and an administrative fee. It excludes amounts paid directly to third-party suppliers. The agreement says the fee may change based on Technology Systems or third-party prices; it does not provide a fixed inflation formula or cap beyond the Item 6 stated maximums. The agreement warns that technology components may change and that required upgrades or updates have no contractual frequency or cost limitation. That provision concerns potential future technology purchases or upgrades and does not contradict the disclosed current monthly charge.	2026 FDD · PDF Page 11 · PDF Page 12 · PDF Page 21 · PDF Page 53
Initial Startup Package	The required initial startup package costs $34,500 for one CERESET room, plus $14,500 for each additional room. What To Know The package must be purchased from affiliate Braintellect, LLC at the time the Franchise Agreement is signed. Item 5 says the package price is uniformly imposed and non-refundable. The $34,500 package covers one CERESET room and includes main-office items, one room’s desktop computer, monitor, chair, electronics and supplies, and reporting licenses for the consult room and CTC workstation. Each additional room adds $14,500 and includes that room’s desktop computer, monitor, chair, electronics, and supplies. The disclosure anticipates most franchisees will have one to three rooms, producing a total package price of $34,500–$63,500. Item 11 describes a typical facility as 800–2,000 square feet, with the smaller size potentially suited to one room and larger facilities potentially including four rooms; the package estimate itself is stated for one to three rooms.	2026 FDD · PDF Page 10 · PDF Page 13 · PDF Page 20

Some fees apply only to a specific event or service. These are not all monthly expenses.

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Your Role As An Owner

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The franchisee must designate a Cereset-approved Managing Owner responsible for daily management and supervision. The Managing Owner must complete required training and devote full-time effort to the business unless management functions are delegated to a manager. The Managing Owner need not be on site if a trained manager is there; during normal business hours, either the Managing Owner or a trained manager must provide on-site supervision.

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Read The Disclosed Requirements

A hired manager must pass Cereset’s specified background check, complete required training and sign a Brand Protection Agreement. The Managing Owner must monitor and supervise managers. Managers do not need an ownership interest, and other owners are not generally required to participate personally in operations. If the franchisee is an entity, each direct or indirect owner and each owner’s spouse must sign the Franchise Owner Agreement.

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Territory

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The franchisee does not receive an exclusive territory. The agreement allows one approved CERESET facility at one location; its non-exclusive territory is the metropolitan statistical area (MSA) where the facility is located. During the term, Cereset says it will permit no more than one CERESET room per 40,000 people in the MSA, subject to stated exceptions. The population basis is the latest Census Bureau data, and the permitted number may rise as population grows.

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Read The Disclosed Requirements

The room-per-population limit does not cover several reserved channels or situations. Captive venues, such as hotels, campuses, airports and hospitals, are excluded. Acquired or acquiring businesses may be converted or opened in the MSA; technology licensees are excluded if they do not operate or hold themselves out as CERESET; and institutional clients may serve their own constituents there, provided they do not serve the general public. Cereset also reserves alternative-channel sales, including online, wholesale and sales through other facilities; these do not count against the limit, and franchisees may not use those channels to sell or market, apart from services marketed through approved social media.

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A franchisee may relocate only with Cereset’s prior written approval, which the FDD says will not be unreasonably withheld. The new facility must remain within the agreement territory, meet current site requirements and reopen within 30 days after the old site closes. The franchisee may solicit clients from inside or outside the territory, but has no option or right of first refusal to obtain more territories or franchises.

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A disclosed territory policy does not confirm that your preferred area is available. Ask the franchisor about the specific area you are considering.

Training & Support

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Before opening, the Managing Owner, initial manager or managers, and at least one CERESET tech coach must complete initial training to Cereset’s satisfaction. Anyone who operates the technology with clients must first complete training. The program includes an online course with a tutor and optional two-day hands-on training in Scottsdale or another location Cereset selects. The listed curriculum totals 81 classroom hours and 31 on-the-job hours; Cereset may deliver some or all training remotely and may modify the program.

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Read The Disclosed Requirements

After opening, Cereset may require refresher or additional training; new tech coaches must complete initial training, and a new Managing Owner or manager must complete the online portion before taking responsibility. Cereset may require remedial training after an inspection finds noncompliance. Franchisees may request additional training, but Cereset is not required to provide it. The FDD also says Cereset will provide ongoing guidance and recommendations, suggested pricing, periodic training programs and access to case-management staff; on-site opening assistance and conferences are optional.

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Before opening, Cereset will approve the proposed location and the facility’s build-out and design, provide Manual access and written purchase specifications, and remotely assist with office-network setup. The franchisee must use an approved site within the agreement territory and open no later than 180 days after signing, or Cereset may terminate the franchise. Opening also requires completed initial training, required insurance and governmental approvals, and Cereset’s written approval of the construction, build-out and layout.

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Franchisor Financing

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Cereset says it does not offer direct or indirect financing and does not guarantee a franchisee’s notes, leases or other obligations. Those statements concern financing or guarantees from the franchisor; this section does not say whether financing from outside lenders may be available.

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Inside The FDD

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Plain-language summaries of the FDD. Follow the page links to read the original document and its conditions.

Source-linked summaries of this FDD. Unresolved terms are omitted.

Sources

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01The Franchisor And The Business

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The FDD identifies people seeking support with relaxation, restful sleep, learning and overall wellbeing as potential clients, and names meditation, neurofeedback, rehabilitation and behavioral-health providers as possible competitors. Brain State Holding Company Inc. is Cereset’s parent. Affiliate Brain State Technologies LLC has operated a similar business since 2006, using older technology before introducing the newer CERESET technology in 2018. Braintellect, LLC sells equipment and other items to franchisees but has never operated a CERESET business.

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02Business Experience

The FDD names Russell Scholl as Cereset’s President and Chief Financial Officer since April 2018. It also says he has served as Chief Financial Officer of affiliate Brain State Technologies LLC in Scottsdale since June 2015.

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03Litigation

The FDD states that “No litigation is required to be disclosed in this Item.” This describes what the document is required to disclose in this section; it does not say that no litigation has ever occurred.

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04Bankruptcy

The FDD states that “No bankruptcy information is required to be disclosed in this Item.” This describes what the document is required to disclose in this section; it does not establish that no bankruptcy history exists.

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05Initial Fees

The required initial startup package costs $34,500 for one CERESET room, plus $14,500 for each additional room.

What To Know

The package must be purchased from affiliate Braintellect, LLC at the time the Franchise Agreement is signed. Item 5 says the package price is uniformly imposed and non-refundable.

The $34,500 package covers one CERESET room and includes main-office items, one room’s desktop computer, monitor, chair, electronics and supplies, and reporting licenses for the consult room and CTC workstation. Each additional room adds $14,500 and includes that room’s desktop computer, monitor, chair, electronics, and supplies.

The disclosure anticipates most franchisees will have one to three rooms, producing a total package price of $34,500–$63,500. Item 11 describes a typical facility as 800–2,000 square feet, with the smaller size potentially suited to one room and larger facilities potentially including four rooms; the package estimate itself is stated for one to three rooms.

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06Other Fees

Conference registration may cost up to $300 per person per day.

What To Know

The fee is per attendee, per day; the source does not give a total conference duration or a total attendance cost. It is due 10 days after invoice.

The franchisor may hold conferences. Attendance is mandatory for up to one conference per year unless the franchisor makes attendance optional or waives the requirement for good cause. The fee is stated as an upper limit; no current lower or actual rate is provided.

Item 6 notes that all fees are non-refundable and uniformly imposed. Travel Expenses for conference attendance are separately addressed in the fee notes and can include travel, meals, lodging, local transportation, and other living expenses incurred by the franchisee or its personnel; they are not included in the registration amount.

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Three hours of case-management support per month are included; requested support beyond that may be charged at up to $150 per hour, currently $100 per hour.

What To Know

The fee applies only when the franchisee requests more than three hours of case-management assistance in a given month. The first three hours each month are provided without charge.

Item 6 states a maximum rate of $150 per hour and a current rate of $100 per hour. Item 11 and the agreement identify the then-current rate as currently $100 per hour. The sources do not state a separate minimum billing unit or a specific inflation formula.

The charge is due 10 days after invoice. The fee notes state that fees are non-refundable and uniformly imposed.

2026 FDD · PDF Page 11 · PDF Page 12 · PDF Page 18 · PDF Page 21 · Item 6 · View Source

The current MINDBODY technology charge is $195 per month; technical support beyond one free hour per month is currently $100 per hour. Item 6 states maximums of $300 per month and $150 per hour, respectively.

What To Know

The current $195 monthly MINDBODY charge is remitted to the third-party licensor. The Item 6 maximum is $300 per month. Technology charges are due 10 days after invoice; the agreement also permits the franchisor to specify otherwise.

Up to one hour of technical support per month is provided without charge. Additional requested technical support is currently $100 per hour, with an Item 6 maximum of $150 per hour. Item 6 describes the free allowance as per office; Item 11 and the agreement describe one free hour each month. These passages are consistent on the monthly allowance and do not state separate cumulative hours.

The technology fee includes amounts paid for technology items and services, amounts collected and remitted to third parties, and an administrative fee. It excludes amounts paid directly to third-party suppliers. The agreement says the fee may change based on Technology Systems or third-party prices; it does not provide a fixed inflation formula or cap beyond the Item 6 stated maximums.

The agreement warns that technology components may change and that required upgrades or updates have no contractual frequency or cost limitation. That provision concerns potential future technology purchases or upgrades and does not contradict the disclosed current monthly charge.

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07Estimated Initial Investment

Estimated initial investment is $102,900 to $226,600.

What To Know

The estimate includes $72,000–$108,500 payable to the franchisor or affiliate. Item 7 identifies its components, including franchise fee, startup package, training, premises, build-out, equipment, furnishings, supplies, opening advertising, deposits, professional fees, insurance, and additional funds.

The startup package is $34,500–$63,500, based on one to three CERESET rooms. The estimated additional equipment line is $5,200–$6,200 and excludes equipment in the startup package; Item 7 note 6 describes it as other furnishings and equipment for the facility.

The estimate assumes leased premises, typically 800–2,000 square feet, and includes one month of security deposit plus three months of rent. The disclosed expected rent range is $1,000–$3,000 per month. Purchasing a business instead is not estimated because costs vary too widely; the estimate does not treat leasing and purchase as alternatives with compatible figures.

Additional Funds cover the first three months of operation and are estimated at $9,000–$50,000. They include payroll costs excluding any wage or salary paid to the owner, miscellaneous expenses, and required working capital. Initial rent and 12 months of insurance are separately listed.

The training-expense estimate assumes one to four people for two days of optional but strongly recommended hands-on training in Scottsdale; its low end assumes no trainees travel to Scottsdale. Actual costs depend on trainee count, travel distance, and accommodations, travel, and dining choices.

Build-out and improvement costs depend on premises size and condition, existing improvements, and landlord contributions. The disclosure assigns the franchisee responsibility for local ordinances, building codes, permits, construction, remodeling, decorating, and employee hiring and training; it does not provide a separate tax or site-work allowance.

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08Required Purchases And Suppliers

Some goods and services must meet Cereset’s specifications and come from approved or designated suppliers; the Manual contains the specifications and supplier list. Current source-restricted categories include furnishings and décor, signage, technology and computer equipment, inventory, uniforms, marketing materials, insurance and social media services. Supplier rules vary: for example, furnishings and décor may come from any supplier if they meet standards, but the CERESET chair and all inventory must come from an affiliate; indoor signage and specified posters must come from Cereset.

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Uniforms must come from approved or designated suppliers, and branded marketing materials from the affiliate or another supplier Cereset approves or designates. Insurance must be obtained from a carrier rated A or better by A.M. Best. To seek approval for a non-approved source-restricted supplier, the franchisee must submit a written request, product samples and requested information; the supplier must accept specified insurance, indemnification, reporting and confidentiality requirements and allow inspections. Cereset says it will respond within 30 days after receiving all required materials and may revoke approval if standards are not met.

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09Your Obligations

The obligations table directs franchisees to requirements covering site selection and development, pre-opening purchases, training and opening; compliance with standards and manuals; approved products and services; ongoing purchases; insurance and advertising; staffing and owner participation; records, inspections and audits; and transfer, renewal, termination and dispute procedures. The table is an index to the agreement sections and other FDD items, not a complete restatement of each duty.

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10Franchisor Financing

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11Training And Support

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12Territory

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13Trademarks

The FDD says affiliate Brain State IP Holdings, LLC owns the registered marks it identifies, including CERESET and BRAINECHO. Under a license agreement, the affiliate permits Cereset to use the marks and sublicense them to franchisees. Cereset may change the marks; if it does, the franchisee must make the change at its own expense.

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Franchisees must promptly report suspected infringement or challenges involving the marks. Cereset decides what action, if any, to take; it is not required to protect the franchisee’s use, defend the franchisee or cover related losses. As of the FDD, Cereset reports no effective material determinations, specified pending trademark matters or known infringing uses that could materially affect use of the marks.

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14Patents, Copyrights And Proprietary Information

The FDD identifies a patent for technology used in the system, issued in 2018 and owned by Brain State IP Holdings, LLC; it says no other patents or pending patent applications are material to the franchise. Cereset claims copyright in its Manual, website, articles and marketing materials, although it has not filed copyright registrations for them.

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Ideas, improvements, inventions, marketing materials and other concepts a franchisee develops relating to the business belong to Cereset. Franchisees may use Cereset’s confidential system information only to develop, market and operate the business under the agreement and Manual. Employees must sign confidentiality agreements before getting access; managers sign a Brand Protection Agreement instead. Without Cereset’s approval, confidential information may not be entered into public or other AI models that use it to train the AI.

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15Your Role As An Owner

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16Products And Services You May Sell

Cereset must approve the goods and services sold; the franchisee must offer required items and may not sell items Cereset disapproves. Cereset may change required offerings. In limited circumstances, a client’s condition may mean services cannot be provided; the FDD gives poor health and certain medications as examples.

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Cereset provides suggested retail prices. A franchisee may depart from them but must obtain approval for a deviation of more than 20% above or below the suggested price. Cereset may set minimum or maximum prices where applicable law permits and may require participation in a gift-card or client-loyalty program, including a membership model, under its policies.

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17Renewal, Termination, Transfer And Disputes

The initial franchise term is five years. If renewal conditions are met, the franchisee may enter an unlimited number of successor five-year terms. Renewal requires, among other things, no default, timely notice, signing Cereset’s then-current agreement, updating the facility and equipment to current standards, and extending the lease. The new agreement may have materially different terms; any required general release is subject to state law.

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Transfers generally require Cereset’s approval, though specified transfers to a newly formed entity owned by the franchisee, or in certain cases to an existing owner, immediate family member or personal trust, may qualify without approval. For an approval-required transfer, the new owner must meet Cereset’s qualifications and satisfy training, licensing and agreement conditions; the seller must meet conditions including compliance. Cereset also has a right to match a bona fide arms-length offer and an option to purchase the business at expiration or termination.

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After termination or non-renewal, the franchisee must stop using the intellectual property and return the Manual and branded materials, among other listed steps. The agreement bars involvement in a competing business during the term and for two years afterward within the former territory or five miles of another CERESET facility. Disputes generally must go to mediation or arbitration before litigation, with stated exceptions and subject to state law. The FDD specifies Arizona law and a forum in Maricopa County, also subject to applicable state law.

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18Public Figures

Cereset states that it does not use public figures to promote the franchise.

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19Financial Performance Representations

Cereset says it makes no representation about a franchisee’s future financial performance or the past financial performance of franchised or company-owned outlets, and does not authorize its employees or representatives to make such representations. If a buyer is considering an existing outlet, Cereset may provide that outlet’s actual records. The FDD directs recipients of other performance information or projections to report them to the listed regulators and Cereset management.

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20Outlets And Franchisee Information

The FDD reports historical outlet activity for 2023–2025, including openings, transfers to new owners, terminations, non-renewals, reacquisitions and outlets that ceased operating for other reasons. Notes describe relocations connected with some transfers and closures. These are historical disclosures, not statements about current availability or whether a particular outlet can be acquired.

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Exhibit E Part A lists franchisees and outlet contact details as of December 31, 2025. Part B lists contact details for franchisees whose outlets ceased doing business under the agreement during the most recently completed fiscal year, or who had not communicated with Cereset within ten weeks of the FDD’s issuance. The FDD says a departing franchisee’s contact information may be disclosed to other buyers. It also cautions that confidentiality agreements or provisions may limit what some current and former franchisees can discuss.

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21Financial Statements

Cereset, LLC’s fiscal year ends December 31. The FDD says audited financial statements for the fiscal years ended December 31, 2025, 2024 and 2023 are attached as Exhibit F. This identifies whose statements are provided, the years covered and their audit status; it does not describe franchisee profitability.

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22Contracts

The FDD identifies these exhibits as attached to it or to the Franchise Agreement: Exhibit C, Franchise Agreement; Exhibit G, Franchisee Disclosure Questionnaire; Exhibit H, General Release; and Exhibit I, State Addenda and Agreement Riders. The questionnaire may not be signed or used if the franchisee lives in, or the business is located in, a franchise registration state.

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The Franchise Agreement attachments listed are Attachment C, Franchise Owner Agreement; Attachment D, ACH Authorization Form; Attachment E, Brand Protection Agreement; and Attachment F, Confidentiality Agreement.

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23Receipts

The FDD says Exhibit K contains detachable receipts. The recipient is to sign both, keep one copy and return the other to Cereset.

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What It Costs

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Territory

Training & Support

Franchisor Financing

Inside The FDD

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