When the Aplus Franchise Agreement requires the Franchisee to obtain the Franchisor's written consent, is the Franchisor obligated to act reasonably or consider the impact on the Franchisee, unless otherwise provided by statute or regulation?

According to Aplus's 2024 Franchise Disclosure Document, the franchise agreement does not establish a fiduciary relationship between the parties. Aplus is generally free to act in its own self-interest without any obligation to act reasonably or consider the impact on the franchisee. This applies whenever the franchisee is required to obtain Aplus's written consent or is permitted to take or refrain from taking any action.

This means that Aplus is not obligated to prioritize the franchisee's interests when making decisions that require the franchisee's consent, unless specifically stated otherwise in the franchise agreement or required by law. Aplus can make decisions based on its own business objectives, even if those decisions may negatively affect the franchisee.

For a prospective Aplus franchisee, this highlights the importance of carefully reviewing the franchise agreement and understanding the circumstances under which Aplus's consent is required. It also underscores the need to seek legal counsel to fully understand the implications of this provision and to negotiate for more favorable terms where possible. Franchisees should be aware that Aplus's decisions may not always align with their best interests, and they should be prepared to advocate for themselves within the bounds of the agreement.