Under what conditions does the Franchisee irrevocably appoint Spray Net as their attorney-in-fact?
Spray_Net Franchise · 2025 FDDAnswer from 2025 FDD Document
anchisor will have the right to inspect equipment at any time during this thirty (30) day period. If Franchisor elects to purchase equipment as part of the asset purchase, Franchisor will be entitled to, and Franchisee must provide, all customary warranties and representations as to compliance with law, the maintenance, function, and condition of the equipment and Franchisee's good title to the equipment (including, but not limited to, that Franchisee owns the equipment free and clear of any liens and encumbrances).
- I. Disconnection of Telephone Number on Termination/Renewal. Franchisee acknowledges that there will be substantial confusion among the public if, after the termination or expiration and non-renewal of this Agreement, Franchisee continues to use advertisements and/or the telephone number listed in the telephone directory under the name "SPRAY-NET" or any name similar to it. Thus, effective upon the termination or expiration and non-renewal of this Agreement, Franchisee agrees to direct the telephone company servicing Franchisee, per Franchisor's request, to disconnect the telephone number used in connection with the Franchised Business or transfer such number to Franchisor or to any person or location of Franchisor's choosing. If Franchisee fails to take these steps, Franchisee shall be deemed to have hereby irrevocably appointed Franchisor as Franchisee's attorney-in-fact for purposes of directing and accomplishing such transfer. Franchisee understands and agrees that, notwithstanding any billing arrangements with any telephone company or yellow pages directory company, Franchisor will be deemed for purposes hereof to be the subscriber of such telephone numbers, with full authority to instruct the applicable telephone or yellow pages directory company as to the use and disposition of telephone listings and numbers. Franchisee hereby agrees to release, indemnify, and hold such companies harmless from any damages or loss as a result of following Franchisor's instructions.
- J. Liquidated Damages. Franchisee and Franchisor agree and acknowledge that the damages Franchisor will sustain upon an early termination of this Agreement are difficult to foresee and estimate. Therefore, upon the termination of this Agreement before the end of the Term, Franchisee shall pay Franchisor liquidated damages equal to seven percent (7%) of the applicable annual Minimum Gross Sales for the Franchised Business found in Section 6.Z. of this Agreement corresponding to the year of operation in which this agreement is terminated.
Source: Item 23 — RECEIPTS (FDD pages 75–219)
What This Means (2025 FDD)
According to Spray Net's 2025 Franchise Disclosure Document, a franchisee irrevocably appoints Spray Net as their attorney-in-fact under two specific circumstances. First, regarding telephone numbers, upon termination or expiration and non-renewal of the Franchise Agreement, if the franchisee fails to disconnect the telephone number used in connection with the franchised business or transfer it to Spray Net, the franchisee is deemed to have irrevocably appointed Spray Net as their attorney-in-fact to direct and accomplish such transfer. This ensures that after the franchise relationship ends, the public will not be confused by the franchisee continuing to use the Spray Net telephone number.
Second, the franchisee appoints Spray Net as their attorney-in-fact upon any default under the Lease or under the Franchise Agreement. This allows Spray Net, with or without taking possession of the site, to rent, lease, manage, and operate the site to any person, firm, or corporation on terms and conditions Spray Net determines. This power of attorney is coupled with an interest and cannot be revoked, modified, or altered without Spray Net's written consent.
These measures protect Spray Net's brand identity and operational control, especially after a franchise agreement terminates or if the franchisee defaults. The appointment of Spray Net as attorney-in-fact provides Spray Net with the legal authority to manage specific aspects of the business, such as telephone numbers and site operations, ensuring a smooth transition and minimizing potential disruptions or misuse of the Spray Net brand.