Following termination of a C3 Wellness Spa franchise, what must a franchisee do regarding the location associated with the Franchised Business?
C3_Wellness_Spa Franchise · 2024 FDDAnswer from 2024 FDD Document
| q. Non-competition covenants during the term of the franchise | Not applicable | Not applicable as to Multi-Unit Development Agreement. However, each Spa Location Franchise developed pursuant to Multi-Unit Development Agreement will be subject to non-competition covenants set forth in each respective Franchise Agreement. | |
|---|---|---|---|
| r. Non-competition covenants after the franchise is terminated or expires | Not applicable | Not applicable as to Multi-Unit Development Agreement. However, each Spa Location Franchise developed pursuant to Multi-Unit Development Agreement will be subject to non-competition covenants set forth in each respective Franchise Agreement. | |
| s. Modification of the agreement | 5.4, 7.11 | Only by written agreement between you and us or if governing law requires a modification. We can change the form of the Franchise Agreement for future Spa Location Franchises which will not alter your obligations under the Multi-Unit Development Agreement. | |
| t. Integration/merger clauses | 7.12 | Any representation of promises outside of the Franchise Disclosure Document and other agreements may not be enforceable. Notwithstanding the foregoing, nothing in any agreement is intended to disclaim the express representations made in the Franchise Disclosure Document, its exhibits and amendments. | |
| u. Dispute resolution by arbitration or mediation | 7.5, 7.6 | Except for certain claims for injunctive relief, all disputes must first be submitted to non-binding mediation in Osceola County, Florida and, if mediation is unsuccessful, then to binding arbitration in Osceola County, Florida. This provision is subject to applicable state law. | |
| v. Choice of forum | 7.5, 7.6 | All mediation, arbitration and, if applicable, litigation proceedings must be conducted in, or closest to, State court of general jurisdiction that is within or closest to Osceola County, Florida. This provision is subject to applicable state law. | |
| w. Choice of law | 7.5, 7.6 | Florida law will govern. However, this provision is subject to state law and as otherwise disclosed in Exhibit I to this Disclosure Document. |
| i. termination/non-renewal | Franchisee's obligations on | 6, 17 | You must: pay all sums that you owe to us under the Franchise Agreement and all other agreements with us; cease owning and operating the Franchised Business; cease representing yourself as a franchisee of ours; permanently cease using and/or accessing the System, the Licensed Marks, our confidential information, the operations manual, the Business Management System, the Business Management System Data, and the System Supplies; return the operations manual and all confidential information to us in the original form provided to you and document the destruction of all electronic files related to same; completely de-identify the location and/or facility associated with the Franchised Business; as requested by us, transfer to us all data, telephone listings, digital media, accounts, web listings and websites associated with the Franchised Business; and abide by the post-termination non-competition covenants and restrictions. |
Source: Item 17 — RENEWAL, TERMINATION, TRANSFER AND DISPUTE RESOLUTION (FDD pages 43–50)
What This Means (2024 FDD)
According to C3 Wellness Spa's 2024 Franchise Disclosure Document, upon termination of the franchise agreement, a franchisee must completely de-identify the location and/or facility associated with the Franchised Business. This means removing all C3 Wellness Spa branding, signage, and other identifying marks from the premises.
In addition to de-identifying the location, the franchisee is also required to cease owning and operating the Franchised Business and stop representing themselves as a C3 Wellness Spa franchisee. They must also permanently cease using and/or accessing the C3 Wellness Spa System, Licensed Marks, confidential information, operations manual, Business Management System, Business Management System Data, and System Supplies. The operations manual and all confidential information must be returned to C3 Wellness Spa in their original form, and the franchisee must document the destruction of all related electronic files.
Furthermore, C3 Wellness Spa may request the franchisee to transfer all data, telephone listings, digital media, accounts, web listings, and websites associated with the Franchised Business to them. The franchisee must also abide by post-termination non-competition covenants and restrictions, as outlined in the franchise agreement. These stipulations ensure a clean break between the franchisee and the C3 Wellness Spa brand, protecting the franchisor's interests and preventing potential confusion in the marketplace.