Can the Dermani Medspa Manager assign rights to payments to a bank or financial institution?
Dermani_Medspa Franchise · 2025 FDDAnswer from 2025 FDD Document
orporations, or be acquired by another corporation; may undertake a refinancing, recapitalization, leveraged buyout or other economic or financial restructuring, without prior notice to you, and we do not need your consent or approval to do so. Further, with regard to any or all of the above sales, assignments and dispositions, you expressly and specifically waive any claims, demands or damages arising from or related to the loss of said Marks (or any variation thereof) and/or the loss of association with or identification of "dermani MEDSPA® Franchising LLC" as Franchisor. Nothing contained in this Agreement shall require us to remain in the same business or to offer the same products and services, whether or not bearing the Marks, in the event that we exercise our right to assign our rights in this Agreement.
7.2. Transfer By You.
- 7.2.1. You understand and acknowledge that the rights and duties this Agreement creates are personal to you and that we have granted you the right to develop Franchised Businesses and manage dermani MEDSPA®s in reliance upon our perceptions of your individual or collective character, skill, aptitude, attitude, business ability, and financial capacity. Accordingly, none of the following may be transferred without our prior written approval: (i) this Agreement or any interest in this Agreement; (ii) any Franchise Agreement signed by you, your Owner(s), or any of your affiliates pursuant to this Agreement; (iii) any Franchised Business or any right to receive all or a portion of any Franchised Business's or dermani MEDSPA®'s profits or losses or capital appreciation; (iv) your lease(s), mortgage(s), or other agreement where each Franchised Business or dermani MEDSPA® is or will be located; (v) substantially all of the assets of the Franchised Business and dermani MEDSPA®; (vi) any ownership interest in you (regardless of its size); or (vii) any ownership interest in any of your owners. A transfer of the Franchised Business's ownership, possession, or control, or substantially all of its assets,
Source: Item 23 — RECEIPTS (FDD pages 66–311)
What This Means (2025 FDD)
According to Dermani Medspa's 2025 Franchise Disclosure Document, the rights and duties created by the franchise agreement are personal to the franchisee. Dermani Medspa grants the right to develop franchised businesses and manage Dermani Medspa locations based on their perception of the franchisee's individual or collective character, skill, aptitude, attitude, business ability, and financial capacity.
Therefore, the franchisee cannot transfer certain rights without prior written approval from Dermani Medspa. These include the franchise agreement itself, any franchise agreement signed by the franchisee, any franchised business or the right to receive profits or capital appreciation from it, leases or mortgages related to the business location, substantially all assets of the franchised business, any ownership interest in the franchisee, or any ownership interest in any of the franchisee's owners.
The term "transfer" includes any voluntary or involuntary assignment, sale, gift, or other disposition, whether direct or indirect. This encompasses transfers of ownership, mergers, consolidations, issuance of additional securities, or transfers of interest in the franchisee due to events like divorce, insolvency, or legal proceedings. This suggests that assigning rights to payments to a bank or financial institution would likely be considered a transfer requiring Dermani Medspa's prior written approval.