According to the Bambu MUD Agreement, what is the franchisee's relationship to Bambu?
Bambu Franchise · 2025 FDDAnswer from 2025 FDD Document
- 7.1. Independent Contractor. During the term of this MUD Agreement, Franchisee shall be an independent contractor and shall in no way be considered as an agent, partner or employee of Bambu. It is understood and agreed that no agency or partnership is created by this MUD Agreement. As such, Franchisee has no authority of any nature whatsoever to bind Bambu or incur any liability for or on behalf of Bambu or to represent itself as anything other than an independent contractor.
- 7.2. Indemnification. Franchisee shall indemnify and hold harmless Bambu and its officers, directors, members, managers, agents and representatives ("Indemnified Parties") from all fines, suits, proceedings, claims, demands or actions of any kind or nature, including reasonable attorneys' fees, from anyone whomsoever, directly or indirectly, arising or growing out of, or otherwise connected with Franchisee's activities, actions or failure to act, under this MUD Agreement or Franchisee's operation of its shoppes developed under this MUD Agreement. For purposes of this indemnification, claims shall mean and include all obligations, actual and consequential damages and costs reasonably incurred in the defense of any claim against the Indemnified Parties, including, without limitation, reasonable accountants', attorneys' and expert witness fees, costs of investigation and proof of facts, court costs, other arbitration or litigation expenses and travel and living expenses. Bambu shall have the right to defend any such claim against it. This indemnity shall continue in full force and effect subsequent to and notwithstanding the expiration or termination of this MUD Agreement.
Source: Item 23 — Receipts (FDD pages 52–209)
What This Means (2025 FDD)
According to Bambu's 2025 Franchise Disclosure Document, the MUD (Multi-Unit Development) Agreement specifies that the franchisee operates as an independent contractor, not as an agent, partner, or employee of Bambu. This distinction is crucial as it defines the legal and financial responsibilities of both parties. The agreement explicitly states that no agency or partnership is created, meaning the franchisee cannot legally bind Bambu or incur liabilities on its behalf.
This independent contractor status means the franchisee is responsible for their own business operations, including hiring, training, and managing employees, and handling day-to-day activities. It also implies that the franchisee is responsible for their own business debts and obligations. Bambu is not liable for the franchisee's actions or inactions related to the operation of their shoppes.
Furthermore, the MUD Agreement requires the franchisee to indemnify and hold harmless Bambu from any claims, suits, or actions arising from the franchisee's activities or failure to act. This indemnification covers all costs, including attorney's fees and damages, incurred by Bambu due to the franchisee's operations. This clause underscores the independent nature of the relationship and places the onus of legal and financial responsibility squarely on the franchisee's shoulders.