Is the Dermani Medspa Management Services Agreement a standalone contract or part of another agreement?
Dermani_Medspa Franchise · 2025 FDDAnswer from 2025 FDD Document
The dermani MEDSPA® will be operated by one or more physicians licensed to provide medical spa services in the state in which the dermani MEDSPA® is located. The physician or physicians will form a professional entity, which is a professional corporation, professional limited liability company, service corporation, or similar entity, referred to as a "PC," that will provide medical services to clients at the dermani MEDSPA®. In addition to signing the Franchise Agreement with us, before you begin operating the Franchised Business, you must enter into a management agreement ("Management Agreement") with the PC.
You must sign a Management Agreement with a PC unless your dermani MEDSPA® will be in a state that permits one entity to both manage and operate the dermani MEDSPA®, including providing medical services from the dermani MEDSPA®. If you are in a state that permits you to both manage the dermani MEDSPA® and provide medical services, you must sign our Waiver of Management Agreement. More information about the Waiver of Management Agreement is provided below. In the event applicable state law permits franchisees to operate the dermani MEDSPA®, or does not require a PC, then you as the owner of the Franchised Business must satisfy and comply with all other requirements that would otherwise pertain to the PC (for example, obtaining and maintaining professional liability coverage as discussed in Item 8).
Source: Item 22 — CONTRACTS (FDD page 66)
What This Means (2025 FDD)
According to the 2025 Dermani Medspa FDD, the Management Agreement is generally a standalone contract that franchisees must enter into with a Professional Corporation (PC) before operating their franchise. Dermani Medspa franchisees sign a Franchise Agreement with the franchisor, and unless they meet specific conditions, they must also enter into a separate Management Agreement with a PC. This PC, comprised of licensed physicians, provides the medical services at the Dermani Medspa. The Management Agreement outlines the management and administrative services the franchisee provides to support the PC's medical practice, ensuring compliance with the Dermani Medspa system and all applicable laws.
However, there's an exception: in certain states where the law permits a single entity to both manage and operate a medical spa, including providing medical services, a franchisee may request a waiver of the standard Management Agreement. If Dermani Medspa approves this waiver, the franchisee must then enter into a "Waiver of Management Agreement." Under this waiver, the franchisee agrees to fulfill all responsibilities typically assigned to both the PC and the management company under the standard Management Agreement. This includes operating the dermani MEDSPA and managing it as required by the Franchise Agreement.
In summary, while the Management Agreement is typically a separate contract, the "Waiver of Management Agreement" serves as an alternative when state laws allow, integrating the responsibilities of both the franchisee and the PC into a single agreement. Franchisees must ensure their Management Agreement complies with all state and local laws and is reviewed by a healthcare attorney knowledgeable in the laws of the state they will be operating.