What happens to the Degree Wellness agreement if the Group dissolves for any reason?
Degree_Wellness Franchise · 2025 FDDAnswer from 2025 FDD Document
(vi) the dissolution of Group for any reason.
8.2 Effect of Termination.
(a) Upon termination of this Agreement:
(i) Staffer shall deliver to Group, at Group's expense, all records necessary for the conduct of the Business, including all business and medical records and all other property of Group in its possession, and Group shall remain subject to the provisions of Section 10 with respect to such records.
(ii) Notwithstanding any provision of this Agreement to the contrary, Staffer and Group shall take such steps as may be reasonably necessary to ensure the provision of proper care to patients then currently under treatment until appropriate alternative arrangements are made.
(iii) Staffer shall be entitled to be paid any and all unpaid Monthly Staffing and Ancillary Fees accrued through the effective date of such termination.
If Group is on a cash basis, then following the termination, if Group shall receive any payments related to the period during the effectiveness of this Agreement, Group shall make payments to Staffer in accordance with Exhibit C with respect thereto.
(b) Upon termination of this Agreement by either party and for any cause or without cause, each party shall retain all of the assets owned by it; provided, however, if this Agreement is terminated due to Group's dissolution or liquidation, any residual funds, after paying all other debts, shall be paid to Staffer as a final Monthly Staffing and Ancillary Fee for services rendered prior to such dissolution or liquidation.
(c) Wind Down Activities.
Upon termination of this Agreement for any reason, Staffer's obligations to perform the Services hereunder shall completely cease; provided, however, that the parties shall perform and make payments for such matters as are necessary to wind up their activities pursuant to this Agreement in an orderly manner for a period of six (6) months.
Any payments earned or Reimbursable Costs incurred by Staffer associated solely with the Services provided under this Agreement through the date of termination and through the Wind Down Period shall remain due and owing by the Group notwithstanding the termination of this Agreement.
Source: Item 20 — OUTLETS AND FRANCHISEE INFORMATION (FDD pages 63–66)
What This Means (2025 FDD)
According to Degree Wellness's 2025 Franchise Disclosure Document, the dissolution of the Group for any reason constitutes an event of default under the agreement.
Specifically, the agreement can be terminated if the Group dissolves. Upon termination due to the Group's dissolution or liquidation, any residual funds, after all other debts are paid, will be paid to Staffer as a final Monthly Staffing and Ancillary Fee for services rendered before the dissolution or liquidation.
Additionally, upon termination of the agreement, each party retains its assets. The Staffer's obligation to perform services ceases, but both parties are required to wind up their activities in an orderly manner for six months. Any payments earned or reimbursable costs incurred by the Staffer through the termination date and the wind-down period remain due and owing by the Group, even after the agreement's termination.