Is the Dermani Medspa Manager's engagement exclusive, and if so, what activities does it cover?
Dermani_Medspa Franchise · 2025 FDDAnswer from 2025 FDD Document
ARTICLE III. DUTIES OF MANAGER
- 3.01. Administrative Services. Consistent with applicable federal, state and local laws, Practice hereby engages Manager on an exclusive basis to provide administrative, operational and non-professional services to Practice. Manager's duties include, but are not limited to, providing the services set forth on attached Exhibit A (collectively, the "Administrative Services"). Exhibit A may be amended or substituted from time to time, as mutually agreed by the Parties. The amended Exhibit A shall state the date upon which all changes are effective.
- 3.02. Manager Personnel. Manager shall provide the personnel needed to operate and support the provision of Administrative Services ("Manager Personnel"). Manager shall recruit, hire, supervise, monitor, train, discipline, and terminate Manger Personnel and shall maintain and provide storage facilities for the human resource records and other employment information of both Manager Personnel and Practitioners. Consistent with reasonably prudent personnel management policies, Manager shall seek and consider the advice, input, and requests of Practice in regards to Manager Personnel matters. Practice shall at all times have discretion over all decisions relating to Practitioners.
- 3.03. Advisors, Consultants, Subcontractors, and Affiliates. Manager may utilize the services of advisors, consultants, subcontractors, and affiliates as it deems necessary to carry out the Administrative Services; provided, however, if Practice delivers to Manager a written good faith and reasonable objection against the continued use of any particular advisor, consultant, subcontractor or affiliate, Manager shall consider such objection in good faith. Practice acknowledges and understands that Manager operates as a franchisee of "dermani MEDSPA Franchising, LLC" (the "Franchisor") and Franchisor may be authorized to provide some, or provide support for some Administrative Services.
- 3.04. Excluded Services and Liabilities. Manager has no obligation or authority under this Agreement regarding, and shall not undertake, any activity that is required by law to be provided solely by a licensed physician.
- 3.05. Authority to Carry out Administrative Services. Practice hereby grants Manager the authority to carry out the Administrative Services on behalf of Practice. Accordingly, Practice hereby grants Manager, and individuals that Manager authorizes to carry out the Administrative Services, with the authority to execute contracts and other instruments on behalf of Practice (which do not relate to or interfere with the professional judgment of Practice or its health care providers) as is necessary or useful in the performance of the Administrative Services; provided, however,
Source: Item 23 — RECEIPTS (FDD pages 66–311)
What This Means (2025 FDD)
According to the 2025 Dermani Medspa FDD, the engagement of the Manager is on an exclusive basis to provide administrative, operational, and non-professional services to the Practice. The Manager's duties include providing the services outlined in Exhibit A, which may be amended by mutual agreement between the parties. The amended Exhibit A will state the effective date of any changes.
The Manager is responsible for providing the personnel needed to operate and support the Administrative Services, including recruiting, hiring, supervising, monitoring, training, disciplining, and terminating personnel. They must also maintain human resource records and other employment information for both Manager Personnel and Practitioners. While the Manager should consider the advice and input of the Practice regarding personnel matters, the Practice retains discretion over all decisions relating to Practitioners.
The Manager may utilize advisors, consultants, subcontractors, and affiliates to carry out the Administrative Services. However, if the Practice objects to the continued use of any particular advisor, consultant, subcontractor, or affiliate, the Manager must consider the objection in good faith. Dermani Medspa operates as a franchisee of "dermani MEDSPA Franchising, LLC," and the Franchisor may be authorized to provide some or provide support for some Administrative Services. The Manager has no obligation or authority regarding any activity that is required by law to be provided solely by a licensed physician.