Where should notices be delivered according to the BAA for C3 Wellness Spa?
C3_Wellness_Spa Franchise · 2024 FDDAnswer from 2024 FDD Document
Copies of the execution copy of this BAA or any amendment with one or more signatures sent by facsimile transmission or as a "PDF" (portable document file) attached to an
electronic mail message or other transmission method and any counterpart so delivered is deemed to have been duly and validly delivered and is valid, fully enforceable, and effective for all purposes without a manually executed original.
- 3.09. Notices. All notices, requests, or consents required or permitted under this BAA will be in writing (including electronic form) and will be delivered to the address set forth by each Party in the Services Agreement, or to such other party and/or address as any of such Parties may designate in a written notice served upon the other Parties in the manner provided for below. Each notice, request, consent, or other communication will be given and will be effective: (a) if delivered by hand, when so delivered; (b) if delivered by nationally recognized overnight courier service or sent by United States Express Mail, upon confirmation of delivery; (c) if delivered by certified or registered mail, on the third following day after deposit with the United States Postal Service; (d) if delivered by facsimile, upon confirmation of successful transmission; or (e) if delivered by email, upon confirmation of receipt by the other Party in writing by return email.
Source: Item 23 — RECEIPTS (FDD pages 59–293)
What This Means (2024 FDD)
According to C3 Wellness Spa's 2024 Franchise Disclosure Document, all notices, requests, or consents required or permitted under the Business Associate Agreement (BAA) must be in writing, including electronic form. These notices are to be delivered to the address set forth by each party in the Services Agreement. Alternatively, a party may designate a different party and/or address by providing written notice to the other parties as specified in the BAA.
The FDD outlines specific methods for delivering these notices and when they are considered effective. If delivered by hand, the notice is effective immediately upon delivery. If a nationally recognized overnight courier service or United States Express Mail is used, the notice is effective upon confirmation of delivery. For certified or registered mail, the notice is effective on the third day after deposit with the United States Postal Service. If delivered by facsimile, the notice is effective upon confirmation of successful transmission. Finally, if delivered by email, the notice is effective upon confirmation of receipt by the other party in writing via return email.
This level of detail in the notification process is typical for franchise agreements, especially when dealing with sensitive information covered under a BAA, such as health-related data. Franchisees should pay close attention to these requirements to ensure they are in full compliance with the agreement and to avoid any potential disputes or misunderstandings. The BAA also clarifies that any ambiguity in the agreement will be resolved to permit compliance with HIPAA rules, and that the agreement does not confer any benefits on third parties. The terms of the Services Agreement remain in effect except as amended by the BAA.