What constitutes 'acquiescing' to the appointment of a trustee in the context of a Dryer Vent Squad franchise agreement?
Dryer_Vent_Squad Franchise · 2024 FDDAnswer from 2024 FDD Document
14.D. DEATH OR DISABILITY OF FRANCHISEE OR AN OWNER
(1) If Franchisee is an individual and not a Corporate Entity, upon the death or permanent disability of Franchisee, the executor, administrator, conservator or other personal representative of Franchisee, must appoint a manager that meets the equivalent of an Operating Manager within a reasonable time, which shall not exceed 30 days from the date of death or permanent disability. The appointed manager (as applicable) must serve and qualify as an Operating Manager and attend and successfully complete the Training Program within 60 days of the appointment. If Franchisee's Dryer Vent Squad Business is not being managed by a Franchisor approved Operating Manager (as applicable) within 30 days after such death or permanent disability, Franchisor is authorized, but is not required, to immediately appoint a manager to maintain the operations of Franchisee's Dryer Vent Squad Business for, and on behalf of, Franchisee at Franchisee's sole costs until an approved Operating Manager is able to assume the management and operation of Franchisee's Dryer Vent Squad Business. Franchisor's appointment of a manager for Franchisee's Dryer Vent Squad
Business does not relieve Franchisee of its obligations under this Agreement, including this Article 14.D., or constitute a waiver of Franchisor's right to terminate this Agreement pursuant to Article 16, below. At all times, including while Franchisee's Dryer Vent Squad Business may be managed by Franchisor's appointed manager, Franchisor shall not be liable for any debts, losses, costs, or expenses incurred in the operations of Franchisee's Dryer Vent Squad Business or to any creditor of Franchisee for any products, materials, supplies or services purchased by Franchisee's Dryer Vent Squad Business. Franchisor has the right to charge a reasonable fee (the "Management Service Fees") for such management services and may cease to provide management services at any time.
- (2) If Franchisee is a Corporate Entity, upon the death or permanent disability of Franchisee's Managing Owner, the remaining Owners within a reasonable time, which shall not exceed 30 days from the date of death or permanent disability, must appoint a new Managing Owner that is approved by Franchisor.
The appointed Managing Owner must attend and successfully complete the Training Program within 60 days of the appointment.
If Franchisee's Dryer Vent Squad Business is not being managed by a Franchisor approved Managing Owner (as applicable) within 30 days after such death or permanent disability, Franchisor is authorized, but is not required, to immediately appoint a manager to maintain the operations of Franchisee's Dryer Vent Squad Business for, and on behalf of, Franchisee at Franchisee's sole costs until an approved Managing Owner is able to assume the management and operation of Franchisee's Dryer Vent Squad Business.
Franchisor's appointment of a manager for Franchisee's Dryer Vent Squad Business does not relieve Franchisee of its obligations under this Agreement, including this Article 14.D., or constitute a waiver of Franchisor's right to terminate this Agreement pursuant to Article 16, below.
At all times, including while Franchisee's Dryer Vent Squad Business may be managed by Franchisor's appointed manager, Franchisor shall not be liable for any debts, losses, costs, or expenses incurred in the operations of Franchisee's Dryer Vent Squad Business or to any creditor of Franchisee for any products, materials, supplies or services purchased by Franchisee's Dryer Vent Squad Business.
Franchisor has the right to charge a reasonable fee for such management services and may cease to provide management services at any time.
Source: Item 23 — RECEIPTS (FDD pages 51–207)
What This Means (2024 FDD)
Based on the 2024 Dryer Vent Squad Franchise Disclosure Document, the document outlines procedures in the event of the death or disability of a franchisee or an owner, but it does not use the term 'acquiescing' in relation to the appointment of a trustee or manager. Instead, it specifies timeframes and responsibilities for appointing a manager to oversee the Dryer Vent Squad business.
For individual franchisees, the executor, administrator, conservator, or other personal representative must appoint a manager meeting the equivalent of an Operating Manager within 30 days of the death or permanent disability. This appointed manager must then qualify as an Operating Manager and complete the Training Program within 60 days of their appointment. If a Franchisor-approved Operating Manager is not managing the Dryer Vent Squad Business within 30 days, Dryer Vent Squad is authorized to appoint a manager at the franchisee's expense until an approved Operating Manager is in place.
For corporate entity franchisees, if the Managing Owner dies or becomes permanently disabled, the remaining Owners have 30 days to appoint a new Managing Owner approved by Dryer Vent Squad. This new Managing Owner must complete the Training Program within 60 days of appointment. Similar to individual franchisees, if the Dryer Vent Squad Business is not managed by an approved Managing Owner within 30 days, Dryer Vent Squad can appoint a manager at the franchisee's cost until an approved Managing Owner is available.
Since the FDD does not explicitly define 'acquiescing' or detail the consequences of refusing to appoint a manager, prospective franchisees should seek clarification from Dryer Vent Squad regarding the implications of not adhering to the outlined procedures for appointing a manager or Managing Owner in the event of death or disability. Specifically, they should inquire about whether failing to appoint a manager within the stipulated timeframe would be considered a breach of contract and what actions Dryer Vent Squad might take in such a scenario.