What constitutes 'good and valuable consideration' for the Clean Your Dirty Face agreement?
Clean_Your_Dirty_Face Franchise · 2025 FDDAnswer from 2025 FDD Document
AGREEMENT
FOR AND IN CONSIDERATION of the foregoing recitals, the covenants and agreements contained herein and for other good and valuable consideration, the receipt and sufficiency of which are acknowledged, the parties agree as follows:
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- Consent to Transfer and Waiver of Right of First Refusal. Subject to the terms and conditions of this Consent, Franchisor hereby consents to the Transfer of the CYDF Facial Bar on the terms set forth in the Purchase Agreement and hereby waives its right of first refusal to acquire the assets of the CYDF Facial Bar on the basis of such Transfer under the Original Agreement. Any substantive change or amendment to, or waiver of, any provision of the Purchase Agreement prior to the Transfer will require Franchisor's separate prior written consent and waiver of right of first refusal. In the event that any term or condition of this Consent is not met by the parties as of the date of the Transfer (the "Transfer Date"), including any representation or warranty that is not true as of the Effective Date or the Transfer Date, Franchisor's consent to the Transfer may be withdrawn, and any transfer that occurs thereafter, of any kind, including the Transfer, shall be deemed an unauthorized transfer under the terms of the Original Agreement.
Source: Item 23 — RECEIPTS (FDD pages 54–186)
What This Means (2025 FDD)
According to the 2025 Clean Your Dirty Face Franchise Disclosure Document, the agreement requires 'good and valuable consideration,' the receipt and sufficiency of which are acknowledged by all parties involved. This consideration includes the recitals, covenants, and agreements outlined within the consent document.
For a prospective Clean Your Dirty Face franchisee, this means that the promises, terms, and conditions specified in the franchise agreement and related documents (like the Purchase Agreement) form part of what each party brings to the deal. By agreeing to these terms, both Clean Your Dirty Face and the franchisee demonstrate their commitment and understanding of their respective obligations. This 'consideration' is essential for the agreement to be legally binding.
Specifically, in the context of transferring a Clean Your Dirty Face franchise, the 'good and valuable consideration' ensures that all parties (Franchisor, Transferor, and Transferee) are bound by the terms of the transfer. This includes adherence to conditions such as payment of transfer fees ($25,000), compliance with training programs, and upgrades to the CYDF Facial Bar. The acknowledgment of this consideration reinforces the mutual commitment to the terms and conditions outlined in the agreement, safeguarding the interests of all parties involved in the franchise arrangement.