What is the role of the Manager in relation to C3 Wellness Spa's Practice during the term of the agreement?
C3_Wellness_Spa Franchise · 2024 FDDAnswer from 2024 FDD Document
Further, no employment, partnership, joint venture or landlord and tenant relationship exists.
Except as otherwise provided in this Agreement, neither Party is the agent of the other.
Manager will neither have nor exercise any control or direction over the methods by which Practice or Practice Professionals practice medicine.
The sole function of Manager under this Agreement is to provide all management services in a competent, efficient and satisfactory manner.
Manager will not, by entering into and performing its obligations under this Agreement, become liable for any of the existing obligations, liabilities or debts of Practice unless otherwise specifically provided for under the terms of this Agreement.
Practice will not, by entering into and performing its obligations under this Agreement, become liable for any of the existing obligations, liabilities, or debts of Manager, unless otherwise specifically provided for under the terms of this Agreement.
Manager will in its management role have only an obligation to exercise reasonable care in the performance of the management services.
Neither Party will have any liability whatsoever for damages suffered on account of the willful misconduct or negligence of any employee, agent, or independent contractor of the other Party.
Each Party will be solely responsible for compliance with all State and Federal laws pertaining to employment taxes, income withholding, unemployment compensation contributions and other employment related statutes regarding their respective employees, agents, and servants.
Source: Item 23 — RECEIPTS (FDD pages 59–293)
What This Means (2024 FDD)
According to the 2024 C3 Wellness Spa Franchise Disclosure Document, the Manager's primary function is to provide management services in a competent, efficient, and satisfactory manner. The Manager will not have or exercise any control or direction over the methods by which the Practice or Practice Professionals administer medicine.
C3 Wellness Spa emphasizes that the agreement does not establish an employment, partnership, joint venture, or landlord-tenant relationship between the Manager and the Practice. Except as otherwise provided in the agreement, neither party acts as the agent of the other. The Manager will not be liable for any of the Practice's existing obligations, liabilities, or debts unless specifically stated in the agreement.
Furthermore, C3 Wellness Spa clarifies that the Manager is only obligated to exercise reasonable care in performing the management services. Neither party is liable for damages suffered due to the willful misconduct or negligence of the other party's employees, agents, or independent contractors. Each party is solely responsible for complying with all state and federal laws pertaining to employment taxes, income withholding, unemployment compensation contributions, and other employment-related statutes regarding their respective employees, agents, and servants.