How does Dermani Medspa define the term 'transfer' in the context of the franchise agreement?
Dermani_Medspa Franchise · 2025 FDDAnswer from 2025 FDD Document
- 7.2.2. In this Agreement, the term "transfer" includes a voluntary or involuntary, direct or indirect, assignment, sale, gift, or other disposition. An assignment, sale, gift, or other disposition includes the following events:
- a) transfer of ownership of capital stock, a partnership or membership interest, or another form of ownership interest;
- b) merger or consolidation or issuance of additional securities or other forms of ownership interest;
- c) any sale of a security convertible to an ownership interest;
- d) transfer of an interest in you, this Agreement, any Franchise Agreement(s), the Franchised Business(es), or substantially all of your assets, or your owners in a divorce, insolvency, or entity dissolution proceeding or otherwise by operation of law; or
Source: Item 23 — RECEIPTS (FDD pages 66–311)
What This Means (2025 FDD)
According to Dermani Medspa's 2025 Franchise Disclosure Document, the term 'transfer' is broadly defined within the franchise agreement to include various methods of conveying ownership or control. Dermani Medspa emphasizes that franchise rights are personal to the franchisee, based on the franchisor's assessment of their character, skills, and financial capacity. Therefore, any transfer requires prior written approval from Dermani Medspa.
The definition of 'transfer' encompasses both voluntary and involuntary actions, whether direct or indirect. Specifically, it includes assignments, sales, gifts, or any other form of disposition. This broad definition extends to the transfer of capital stock, partnership or membership interests, or any other form of ownership interest. It also covers events such as mergers, consolidations, or the issuance of additional securities that could alter ownership.
Furthermore, the definition includes transfers resulting from significant life events or legal proceedings, such as divorce, insolvency, or entity dissolution. The comprehensive nature of this definition ensures that Dermani Medspa retains control over who operates its franchises and maintains the integrity of the brand. This also means that franchisees need to be aware of the restrictions and requirements for transferring their business, even in unforeseen circumstances.