factual

Does Bambu assume liability for the debts or obligations of the franchisee?

Bambu Franchise · 2025 FDD

Answer from 2025 FDD Document

ERN THE FRANCHISEE'S RIGHTS REGARDING TERMINATION OR EXPIRATION OF THIS AGREEMENT.

20. BUSINESS RELATIONSHIP

  • 20.1 Independent Businesspersons. The parties acknowledge that each of them are independent businesspersons, that their only relationship is by virtue of this Agreement and that no fiduciary relationship is created hereunder. Neither party is liable or responsible for the other's debts or obligations, nor shall either party be obligated for any damages to any person or property directly or indirectly arising out of the operation of the other party's business authorized by or conducted pursuant to this Agreement. Neither Bambu nor Franchisee will hold themselves out to be the agent, employer or partner of the other and neither Bambu nor Franchisee has the authority to bind or incur liability on behalf of the other. All employees hired by or working for Franchisee shall be the employees of Franchisee and shall not, for any purpose, be deemed employees of Bambu or subject to Bambu's control. Neither this Agreement nor the course of conduct between Bambu and Franchisee is intended, nor may anything in this Agreement (or the course of conduct) be construed, to state or imply that Bambu is the employer of Franchisee's Authorized Representatives, or vice versa. Each of the parties agrees to file its own tax, regulatory and payroll reports with respect to its respective employees and operations. Notwithstanding any other provisions in this Agreement, Bambu shall not be responsible for supervising the activities of Franchisee's Bambū shoppe or ensuring that the Bambū shoppe is operated in compliance with applicable laws. Franchisee shall conspicuously post a notice in the shoppe identifying the Franchised Location as being individually owned and operated by Franchisee.
  • 20.2 Payment of Third Party Obligations. Bambu shall have no liability for Franchisee's obligations to pay any third parties, including without limitation, any product vendors, or any sales, use, service, occupation, excise, gross receipts, income, property or other tax levied upon Franchisee, Franchisee's property, the Bambū shoppe or upon Bambu in connection with the sales made or business conducted by Franchisee (except any taxes Bambu is required by law to collect from Franchisee with respect to purchases from Bambu).
  • 20.3 Indemnification. Franchisee shall indemnify, defend and hold harmless Bambu, its subsidiaries, parents and affiliates, and their respective shareholders, directors, officers, managers, members, employees, agents, successors and assignees (the "Indemnified Parties"), against, and to reimburse them for all claims, obligations and damages described in this Section 20.3, any and all third party obligations described in Section 20.2 and any and all claims and liabilities directly or indirectly arising out of the operation of the Bambū shoppe or arising out of the use of the Marks and Bambū system in any manner not in accordance with this Agreement, including without limitation any claims alleging violations of any laws including labor and employment laws.

Source: Item 23 — Receipts (FDD pages 52–209)

What This Means (2025 FDD)

According to Bambu's 2025 Franchise Disclosure Document, Bambu does not assume liability for the debts or obligations of its franchisees. The agreement explicitly states that the relationship between Bambu and its franchisees is that of independent businesspersons, with no fiduciary relationship created. This means each party is responsible for their own debts and obligations.

Specifically, the FDD indicates that neither party is liable or responsible for the other's debts or obligations, and neither can be held responsible for damages arising from the other's business operations. Bambu franchisees are also responsible for conspicuously posting a notice identifying the franchised location as being individually owned and operated. This reinforces the separation of liability between Bambu and the franchisee.

Furthermore, Bambu has no liability for the franchisee's obligations to third parties, including vendors or any taxes levied upon the franchisee's property or business. The franchisee is obligated to indemnify and defend Bambu against any claims, obligations, and damages arising from the operation of the Bambu shoppe or the use of Bambu's marks and system in a manner not compliant with the franchise agreement. This includes claims alleging violations of any laws, including labor and employment laws.

Disclaimer: This information is extracted from the 2025 Franchise Disclosure Document and is provided for research purposes only. It does not constitute legal or financial advice. Consult with a franchise attorney before making any investment decisions.