What rights will Dermani Medspa grant under the Franchise Agreement?
Dermani_Medspa Franchise · 2025 FDDAnswer from 2025 FDD Document
or entities.
We will offer qualified individuals or legal entities the opportunity to enter into a franchise agreement (the "Franchise Agreement") with us. Under the Franchise Agreement we will grant you the right and license to operate a Franchised Business that will manage a dermani MEDSPA® under the System at an agreed-upon location (the "Premises"), under our Marks (as defined below). The Franchise Agreement is attached as Exhibit A.
dermani MEDSPA®s are managed according to our System. We identify the System by means of certain trade names, service marks, trademarks, logos, emblems, and indicia of origin, including but not limited to the mark "dermani MEDSPA®" and any other trade names, service marks, and trademarks (the "Marks"), as are now designated (and may in the future be designated by us in writing) for use in connection with the System. You must operate your Franchised Business and manage the dermani MEDSPA® according to our standards and procedures, as set out in our confidential operating manuals (the "Manuals"). We will lend you a copy of the Manuals for the duration of the Franchise Agreement. In addition, we will grant you the right to use the Marks that we designate in writing for use with the System. We may periodically change and improve parts of the System, and you must promptly comply with all new or changed items.
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).
We must approve the PC candidate. Under the Management Agreement, you will provide the PC with management and administrative services and support consistent with the System to support the PC's practice and its delivery of medical spa services and related products to clients at the dermani MEDSPA®, consistent with all applicable laws and regulations. The services the Franchised Business will provide to the dermani MEDSPA® include billing and collections, business planning, accounts payable management, bookkeeping and financial management, client records maintenance, management of administrative staff, arranging for the PC to obtain and maintain professional liability insurance, marketing and promotional activities, and arranging legal services and credentialing support. Unless otherwise approved by us, you must use our standard form of Management Agreement, but you may negotiate the monetary terms and, with our written consent, certain other terms of the relationship with the PC. It is your sole responsibility to make sure your Management Agreement is compliant with all state and local laws and must be reviewed by a healthcare attorney knowledgeable in the laws of the state you will be operating. You must have a Management Agreement in effect with a PC at all times during the operation of the Franchised Business and the term of the Franchise Agreement. The Management Agreement may not be signed by you or the PC until we have approved of the Management Agreement and its negotiated terms. In the event the Management Agreement with the PC is terminated during the initial term of your Franchise Agreement, you must enter into a new Management Agreement with a replacement PC as soon as practicable, but in no event later than one hundred twenty (120) days after you provide or receive notice that the Management Agreement with the original PC is being terminated.
Source: Item 1 — THE FRANCHISOR, AND ANY PARENTS, PREDECESSORS AND AFFILIATES (FDD pages 7–12)
What This Means (2025 FDD)
According to the 2025 Dermani Medspa Franchise Disclosure Document, under the Franchise Agreement, Dermani Medspa grants the franchisee the right and license to operate a Franchised Business that will manage a dermani MEDSPA® under the System at an agreed-upon location (the "Premises"), under their Marks. Franchisees also receive a copy of the Manuals for the duration of the Franchise Agreement. In addition, Dermani Medspa grants the right to use the Marks that they designate in writing for use with the System. Franchisees must operate their Franchised Business and manage the dermani MEDSPA® according to Dermani Medspa's standards and procedures, as set out in their confidential operating manuals.
The franchisee will construct or build-out the dermani MEDSPA® for use by a PC (professional corporation, professional limited liability company, service corporation, or similar entity). The Premises will be in an area identified under the Franchise Agreement (the "Territory"). Franchisees must operate the Franchised Business and manage the dermani MEDSPA® in the Territory. Franchisees must use the System in operating their Franchised Business and at all times perform their obligations under the Franchise Agreement faithfully, honestly, and diligently, and use their best efforts to promote the dermani MEDSPA®. In addition, they will staff the Franchised Business with the type and number of support staff needed to efficiently support the Franchised Business, and the dermani MEDSPA® and its medical personnel.
Dermani Medspa may also offer an area development agreement (the "Area Development Agreement") to qualified entities and persons (a "Developer"). The Area Development Agreement grants the right to establish and operate a specified number of Franchised Businesses that will manage dermani MEDSPA®s in a specified area (the "Development Area") at specific locations to be designated in separate Franchise Agreements. A minimum commitment of at least 2 Franchised Businesses is required to enter into an Area Development Agreement. During the term of the Area Development Agreement, the franchisee must manage and maintain at least the number of dermani MEDSPA®s which are required to be established according to the terms of the Development Schedule.
In certain states, if it is permissible under the existing laws that may be applicable to medical practices and/or medical centers for one entity to both manage and operate the dermani MEDSPA®, including hiring any medical and professional personnel and providing medical services to clients at the dermani MEDSPA®, the franchisee may request that Dermani Medspa waive certain requirements of the Franchise Agreement related to separating the operation of the medical aspects of the dermani MEDSPA® from the management aspects. If Dermani Medspa agrees to a waiver, the franchisee must enter into their "Waiver of Management Agreement".