What is the purpose of the Multi-Unit Development Agreement between Care Plus Medical Ucc and the Franchisee?
Care_Plus_Medical_Ucc Franchise · 2024 FDDAnswer from 2024 FDD Document
uch provisions contained in the franchise agreement or elsewhere are void and unenforceable in Washington.
EXHIBIT C
MULTI-UNIT DEVELOPMENT AGREEMENT
| | We have not been in business for three years or more, and therefore cannot include | |---|---| | all financial statements required by the Franchise Rule of the Federal Trade Commission. | | | Exhibit D contains our audited opening balance sheet dated December 31, 2023. Our fiscal year | | | end is December 31. | | Background Statement: On the same day as they execute this MUDA, Care Plus Medical UCC and Franchisee have entered into a Franchise Agreement for the franchise of a Care Plus Medical business (the "Franchise Agreement"; capitalized terms used but not defined in this MUDA have the meanings given in the Franchise Agreement). Care Plus Medical UCC and Franchisee desire that Franchisee develop multiple Care Plus Medical businesses.
1. Multi-Unit Commitment.
(a) Development Schedule; Fee. Franchisee shall develop and open Care Plus Medical businesses on the following schedule:
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- (b) Payment**.** Upon execution of this MUDA, Franchisee shall pay the total Initial Franchise Fee to Care Plus Medical UCC. The Initial Franchise Fee is non-refundable.
- 2. Form of Agreement. For Store #1, Franchisee and Care Plus Medical UCC have executed the Franchise Agreement simultaneously with this MUDA. For each additional Care Plus Medical franchise, Franchisee shall execute Care Plus Medical UCC's then-current standard form of franchise agreement no later than three business days after Franchisee leases or acquires a location. This MUDA does not give Franchisee the right to construct, open, or operate a Care Plus Medical business, and Franchisee acknowledges that Franchisee may construct, open, and operate each Care Plus Medical business only pursuant to a separate franchise agreement executed pursuant to this MUDA for each such Care Plus Medical business.
3. Development Area. Franchisee shall locate each Care Plus Medical business it develops under this MUDA within the following area: _____________________________ _____________ (the "Development Area"). Franchisee shall have exclusive rights to develop, open or operate Care Plus Medical businesses in the Development Area while this agreement is in effect.
- 4. Default and Termination. Care Plus Medical UCC may terminate this MUDA by giving notice to Franchisee, without opportunity to cure, if any of the following occur:
- (i) Franchisee fails to satisfy the development schedule; or
- (ii) Care Plus Medical UCC has the right to terminate any franchise agreement between Care Plus Medical UCC and Franchisee (or any affiliate thereof) due to Franchisee's default thereunder (whether or not Care Plus Medical UCC actually terminates such franchise agreement).
- 5. Limitation of Liability. Franchisee's commitment to develop Care Plus Medical businesses is in the nature of an option only. If Care Plus Medical UCC terminates this MUDA for Franchisee's default, Franchisee shall not be liable to Care Plus Medical UCC for lost future revenues or profits from the unopened Care Plus Medical businesses. Franchisee may terminate this MUDA at any time.
- 6. Conditions. Franchisee's right to develop each Care Plus Medical franchise after the Store #1 is subject to the following:
- (i) Franchisee must possess sufficient financial and organizational capacity to develop, open, operate, and manage each additional Care Plus Medical business, in the reasonable judgment of Care Plus Medical UCC, and
- (ii) Franchisee must be in full compliance with all brand requirements at its open Care Plus Medical businesses, and not in default under any Franchise Agreement or any other agreement with Care Plus Medical UCC.
- 7. Dispute Resolution; Miscellaneous. The laws of the State of California (without giving effect to its principles of conflicts of law) govern all adversarial proceedings between the parties. The parties agree that any California law for the protection of franchisees or business opportunity purchasers will not apply unless its jurisdictional requirements are met independently without reference to this Section 7.
Source: Item 23 — RECEIPTS (FDD pages 41–119)
What This Means (2024 FDD)
According to the 2024 Care Plus Medical Ucc Franchise Disclosure Document, the Multi-Unit Development Agreement (MUDA) is designed for franchisees who want to develop multiple Care Plus Medical businesses. On the same day as they execute the MUDA, Care Plus Medical Ucc and the franchisee enter into a Franchise Agreement for the franchise of a Care Plus Medical business.
The MUDA requires the franchisee to adhere to a development schedule for opening Care Plus Medical businesses. Upon execution of the MUDA, the franchisee must pay the total Initial Franchise Fee to Care Plus Medical Ucc, which is non-refundable. For the first store, the Franchise Agreement is executed simultaneously with the MUDA. For each additional franchise, the franchisee must execute Care Plus Medical Ucc's current standard franchise agreement within three business days of leasing or acquiring a location. The MUDA does not automatically grant the right to open a Care Plus Medical business; a separate franchise agreement is required for each location.
The franchisee must locate each Care Plus Medical business within a specified Development Area and has exclusive rights to develop, open, and operate within that area while the MUDA is in effect. However, the right to develop additional franchises after the first store is conditional. The franchisee must demonstrate sufficient financial and organizational capacity to manage each additional business, as determined by Care Plus Medical Ucc, and must be in full compliance with brand requirements and not in default under any agreements with Care Plus Medical Ucc.
Care Plus Medical Ucc can terminate the MUDA if the franchisee fails to meet the development schedule or defaults under any franchise agreement. While the franchisee's commitment is essentially an option, they are not liable for lost future revenues if Care Plus Medical Ucc terminates the agreement due to default. The franchisee can also terminate the MUDA at any time. The laws of California govern any disputes, and the franchisee cannot transfer the MUDA without Care Plus Medical Ucc's prior written consent.