Signal 88, LLC, is a Delaware limited liability company, formed on December 12, 2014. We do business under our legal name and under the names “Signal 88,” “Signal 88 Security,” “Signal 88 – Planning. Prevention. Protection.”, “Signal 88 Security – Security Re-Engineered”, and Signal 88 – We're Here”. Our principal business address is 3880 S. 149th Street, Ste. 102, Omaha, Nebraska 68144. Our agents for service of process are listed in Exhibit B of this disclosure document.
Signal 88 Security Group, LLC, was formed on July 16, 2003 to operate a security-services business in Omaha, Nebraska, which it continued to do until June 2013. Signal 88 Security Group, LLC, did not at any time offer franchises of any kind. On January 1, 2015 the Signal 88 franchise system was transferred to Signal 88, LLC, in connection with an investment transaction with McCarthy Franchise Group Investors, LLC. The company-owned outlets were transferred to Signal 88, LLC, or its affiliates as part of the same transaction. As of February 2018, Signal 88, LLC, has sold all company-owned outlets to franchisees and no longer operates any businesses of the type being offered to you. Neither we nor our affiliates offer franchises in other lines of business, nor do any of our affiliates provide products or services to our franchisees. Our business activities include offering and supporting Signal 88 Security franchises and supporting area representatives who develop and provide support for Signal 88 Security franchises in specified geographical areas. We have no other business activities Signal 88 Franchise Group, Inc., was formed on November 13, 2007, and from January 1, 2008 until December 31, 2014, it offered franchises of the concept developed by Signal 88 Security Group, LLC. Beginning in 2009 and continuing through December 31, 2014, Signal 88 Franchise Group, Inc., operated company-owned security businesses substantially similar to the one we franchise. In June 2013, Signal 88 Franchise Group, Inc., purchased the assets of Signal 88 Security Group, LLC, and began operating a company-owned security business in the Omaha, Nebraska area. Signal 88 Franchise Group, Inc., has not at any time offered franchises in other lines of business
We have developed a comprehensive system (the “System”) for the opening and operation of a security-services business specializing in security patrols and surveillance, security consulting, executive protection, and training in personal safety, risk avoidance, and threat management for the workplace. Some of the distinguishing characteristics of the System include: (1) use of highly trained security personnel; (2) use of integrated patrol and guard management system software; (3) distinctive uniform designs and logos; (4) standards and specifications for equipment, supplies, and signs; (5) technical assistance and training; (6) sales and management assistance and training; and (7) specialized methods and techniques for cost controls, recordkeeping and reporting, and personnel management, all of which we may periodically change, improve and develop. We identify the System by certain trademarks, trade names, service marks, logos, emblems, and other indications of origin, including “Signal 88”, “Signal 88 Security®”, “Signal 88 – Planning. Prevention. Protection.”, “Signal 88 Security – Security Re-Engineered”, “88University”, “Signal 88 – We're Here”, “88Edge”, and other trade names, service marks and trademarks that we have already designated (and that we may later designate) for you to use under the System (the “Marks”). You will be licensed to use the Marks and the System, as they may be periodically changed, improved, and further developed. Your Agreement and Franchise Operations Manual will specify the types of services you will offer. We begin the franchise award process by having you sign the Agreement. The grant of a franchise is conditioned on the following: (1) your completing and signing the Franchisee Questionnaire Acknowledgment in Exhibit H; (2) your signing an Agreement and associated security documents; (3) your submitting financial statements and demonstrating your fitness to operate a franchised business to our satisfaction; (4) your required payment of a Franchise Fee; (5) your obtaining the necessary insurance and providing us proof of insurance; (6) your attendance and satisfactory completion of all phases of our initial training program; (7) your obtaining all required business licenses needed to operate the franchised business; and (8) your compliance with the terms of the Agreement. Once you complete the initial obligations under the Agreement, we will authorize you to open and operate a security services business operated under the name “Signal 88 Security” (“Franchised Business”). The Franchised Business will specialize in the sale and performance of security services, including security patrols and surveillance, security consulting, executive protection, and training in personal safety, risk avoidance, and threat management in the workplace. The term of your Agreement is for three (3) years and will begin on the date you sign an Agreement. The security services market is developing. If you qualify to operate a Signal 88 Security franchise, you will sell security services primarily to business customers in need of site surveillance and security consulting. You will also sell services to individuals and businesses who need executive protection services or safety training. You will compete with independent, regional, and national security firms offering similar services. Sales are somewhat seasonal with business increasing slightly during the summer months, during which customers tend to request more security patrols. We and our affiliates also reserve the right to establish other franchises or Company-owned offices selling and performing the same or similar services both under the same or a different trade name or trademark outside your designated territory. The services you perform in your Franchised Business will be subject to certain federal, state, and local laws and regulations, which may include state and local licensing laws or ordinances for security guards and security agencies. There may be other local laws and regulations which are not mentioned in this disclosure document. The Lanham Act, 15 U.S.C. § 1051, and the rules and regulations of the Federal Trade Commission may constrain the advertising or representation you can make about services and prohibit you from selling certain services in some cases. You must submit all advertising to us for approval before you use it. You must permit us and our agents to enter your business premises at any reasonable time, with or without advance notice, to conduct inspections and to evaluate your compliance with, among other things, the Agreement, the Franchise Operations Manual, and any applicable laws and regulations. If these inspections reveal that you are not in compliance with all applicable requirements, you must, either on your own initiative or after you receive notice from us, take immediate action to correct any deficiency and bring the Franchised Business into compliance. If you fail or refuse to take all necessary corrective measures, we will have the right to do so and to charge you for all costs and expenses associated with these corrective measures. You must reimburse us fully for our costs and expenses on demand or as soon as applicable law allows. We also have the right to terminate your franchise in accordance with the contract and applicable law if you fail to comply with the applicable requirements. Despite our oversight of your compliance with applicable law as described in the previous paragraph, it is still your responsibility to comply with all applicable laws and regulations of the federal, state, and local governments. You must also obtain all certifications, permits, and/or other licenses which are necessary for you to operate the Franchised Business. You must research and become familiar with the laws and regulations applicable to your business.
FRANCHISE FEE Before you are awarded a Signal 88 Security franchise, you must sign an Agreement with us and pay us an initial franchise fee (“Franchise Fee”). The Franchise Fee is fully earned and due and payable in a lump sum when the Agreement is signed. The minimum Franchise Fee is Fifty-Five Thousand Dollars ($55,000.00), but the actual Franchise Fee will be determined based on the following formula: The greater of $55,000.00 or $0.55 per capita in the designated Territory. RURAL MARKET FEE For franchises that are to be located within Metropolitan Statistical Areas (“MSAs”) with fewer than 250,000 people (per the most recently available U.S. Census Bureau data), franchisees may purchase a territory that includes fewer than 100,000 people. However, no discounts or incentives will apply. The purchase price will be based on the greater of $27,500 or $0.55 per capita. DISCOUNT FOR ADDITIONAL FRANCHISE OR TERRITORY Additional discounts may be offered to qualified existing franchisees that have been in the Signal 88 System for six months or more and wish to purchase an additional Territory or an additional Franchise. OTHER INCENTIVE PROGRAMS Military Veterans - Signal 88 currently offers honorably discharged veterans a $0.05 per capita discount on the initial Franchise Fee. Public Protectors - For current or former fire department/law enforcement with at least two years of service who meet our qualifications for purchasing a Franchise, Signal 88 offers a $0.05per-capita discount on the initial Franchise Fee. Heroes Like You - Signal 88 has established a Heroes Like You Referral Program to compensate current franchisees for identifying qualified prospective franchisees and referring them for an opportunity at franchise ownership. Should a prospective franchisee referred by a current franchisee purchase a new Franchised Business in an unoccupied territory, the referring franchisee may receive a referral fee calculated at $0.05 per capita in the new franchisee's territory, up to $10,000. Such referral fee will be credited to the referring franchisee's account. Alternatively, the referring franchisee may elect to receive a territory-expansion credit, depending on territory population, in lieu of a referral fee. If more than one current franchisee refers the same Franchise Candidate, the referral fee or expansion credit will be split between or among the referring franchisees. Cash Discount – Signal 88 offers a $.05 per capita discount for full payment of the territory fee. The entire payment must be received at the time the signed Franchise Agreement is signed. REFUNDS OF THE FRANCHISE FEE The Franchise Fee is deemed fully earned upon execution of the Agreement, in consideration of granting the option to franchise, and is not refundable. Our Agreement has various requirements for opening a Franchised Business, and you must meet all of the requirements in the Agreement before you may open a Franchised Business, including the initial training required by Franchisor to be completed within one-hundred and eighty (180) days of the execution of the Franchise Agreement. If you do not satisfactorily complete our initial training programs or fail to meet the other requirements in the Agreement (see Items 6, 9 and 11), that failure would be a default under the Agreement, which would allow us to terminate the Agreement. You will not be entitled to a refund of the Franchise Fee if you should fail to complete the initial training satisfactorily.
We may offer you financing for (a) your Initial Franchise Fees, and (b) your ordinary, reasonable, and necessary business expenses once you begin operating your Franchised Business. We may also, from time to time, and at your request, assist you in obtaining financing from a third-party for all or part of your investment; however, we will not guarantee all or any part of your note, lease or obligations and we will not receive any revenue from your placement of financing. Other than the financing described in this Item 10, we do not offer you any financing.
The FTC's Franchise Rule permits a franchisor to provide information about the actual or potential financial performance of its franchised and/or franchisor-owned outlets, if there is a reasonable basis for the information, and if the information is included in the disclosure document. Financial performance information that differs from that included in Item 19 may be given only if: (1) a franchisor provides the actual records of an existing outlet you are considering buying; or (2) a franchisor supplements the information provided in this Item 19, for example, by providing information about possible performance at a particular location or under particular circumstances