Can the BAA for C3 Wellness Spa be amended?
C3_Wellness_Spa Franchise · 2024 FDDAnswer from 2024 FDD Document
see in connection with the commencement of the franchise relationship shall have the effect of: (i) waiving any claims under any applicable state franchise law, including fraud in the inducement, or (ii) disclaiming reliance on behalf of the Franchisor. This provision supersedes any other term of any document executed in connection with the franchise.
ILLINOIS PROHIBITS THE CORPORATE PRACTICE OF MEDICINE. UNLICENSED INDIVIDUALS AND ENTITIES ARE PROHIBITED FROM OWNING, OPERATING AND MAINTAINING AN ESTABLISHMENT FOR THE STUDY, DIAGNOSIS AND TREATMENT OF HUMAN AILMENTS AND INJURIES, WHETHER PHYSICAL OR MENTAL.
See Medical Corporation Act, 85 ILCS 15/2, 5 (West, 2014); Medical Practice Act of 1987, 225 ILCS 60/ (West, 2014); and Prohibition Against Fee Splitting at 225 ILCS 60/22.2 (West, 2014).
IF YOU ARE NOT LICENSED/CERTIFIED IN ILLINOIS TO PROVIDE SERVICES OF THE NATURE DESCRIBED IN THIS DISCLOSURE DOCUMENT, YOU MUST NEGOTIATE THE TERMS OF A MANAGEMENT AGREEMENT WITH LICENSED PROFESSIONALS WHO WILL PROVIDE THE SERVICES THAT THE FRANCHISED BUSINESS OFFERS. YOU SHOULD RETAIN AN EXPERIENCED ATTORNEY WHO WILL LOOK OUT FOR YOUR BEST INTERESTS IN THIS BUSINESS VENTURE.
INDIANA FDD ADDENDUM
Amendments to the C3 Wellness Franchise Disclosure Document
AMENDMENT OF FDD DISCLOSURES:
- Item 8, "Restrictions on Sources of Products and Services," is supplemented by the addition of the following:
Under Indiana Code Section 23-2-2.7-1(4), the franchisor will not obtain money, goods, services, or any other benefit from any other person with whom the franchisee does business, on account of, or in relation to, the transaction between the franchisee and the other person, other than for compensation for services rendered by the franchisor, unless the benefit is promptly accounted for, and transmitted by the franchisee.
- Item 6, "Other Fees" and Item 9, "Franchisee's Obligations", are supplemented, by the addition of the following:
C3 Wellness FDD April 19, 2024
The franchisee will not be required to indemnify franchisor for any liability imposed upon franchisor as a result of franchisee's reliance upon or use of procedures or products that were required by franchisor, if the procedures or products were utilized by franchisee in the manner required by franchisor.
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- Item 17, "Renewal, Termination, Transfer and Dispute Resolution," is supplemented, by the addition of the following:
- A. Indiana Code 23-2-2.7-1(7) makes unlawful unilateral termination of a franchise unless there is a material violation of the Franchise Agreement and termination is not in bad faith.
- B. Indiana Code 23-2-2.7-1(5) prohibits a prospective general release of claims subject to the Indiana Deceptive Franchise Practices Law.
- C. ITEM 17(r) is amended subject to Indiana Code 23-2-2.7-1(9) to provide that the post-term noncompetition covenant shall have a geographical limitation of the territory granted to Franchisee.
- D. ITEM 17(v) is amended to provide that Franchisees will be permitted to commence litigation in Indiana for any cause of action under Indiana Law.
- E. ITEM 17(w) is amended to provide that in the event of a conflict of law, Indiana Law governs any cause of action that arises under the Indiana Disclosure Law or the Indiana Deceptive Franchise Practices Act.
Source: Item 23 — RECEIPTS (FDD pages 59–293)
What This Means (2024 FDD)
According to the 2024 C3 Wellness Spa Franchise Disclosure Document, the FDD disclosures can be amended. Specifically, Item 8, "Restrictions on Sources of Products and Services," and Items 6, "Other Fees" and Item 9, "Franchisee's Obligations", have been supplemented with additional information. These amendments reflect changes to the standard franchise agreement and are included as part of the FDD to keep prospective franchisees informed of any updates to the franchise terms.
For a prospective C3 Wellness Spa franchisee, this means that the terms and conditions outlined in the original franchise agreement can be modified by C3 Wellness Spa. These changes can affect various aspects of the franchise operation, including the sources from which franchisees are required to purchase products and services, the fees franchisees must pay, and the obligations franchisees must fulfill. Franchisees in Indiana will not be required to indemnify the franchisor for any liability imposed upon the franchisor as a result of the franchisee's reliance upon or use of procedures or products that were required by the franchisor, if the procedures or products were utilized by franchisee in the manner required by franchisor.
It is important for potential franchisees to carefully review all amendments to the FDD and understand how these changes may impact their rights and responsibilities. Franchisees should pay close attention to any updates regarding restrictions on suppliers, fee structures, and their obligations to the franchisor. Understanding these amendments is crucial for making an informed decision about investing in a C3 Wellness Spa franchise and for ensuring compliance with the latest franchise requirements.
Furthermore, amendments to the FDD are also made in recognition of the Washington State Franchise Investment Protection Act, Chapter 19.100 RCW. These amendments cover aspects such as arbitration site locations, conflict of laws, waivers of rights, transfer fees, and the use of non-competition agreements. These amendments are specific to franchisees operating in Washington State and reflect the state's franchise laws.