Does Bigfoot Forestry have fiduciary obligations to franchisees regarding the administration of the brand fund?
Bigfoot_Forestry Franchise · 2025 FDDAnswer from 2025 FDD Document
24.2. Relationship of Parties. Nothing in this Agreement creates a fiduciary relationship between the parties or is intended to make either party an agent, legal representative, partner or employee of the other party. Throughout the Term you must, in all dealings with third parties, conspicuously identify yourself as a franchisee and the independent owner of your Bigfoot Forestry Business. We may require that you display a written notice of independent ownership in the form we prescribe. You must also include a written indication of independent ownership on all agreements, forms, letterhead, advertising materials, business cards and other materials that we specify. Neither party may: (a)
make any express or implied agreement, warranty or representation, or incur any debt, in the name of or on behalf of the other; or (b) represent that our relationship is other than franchisor and franchisee.
Neither party is obligated by any agreement or representation made by the other party unless expressly authorized by this Agreement.
Source: Item 23 — RECEIPT (FDD pages 42–162)
What This Means (2025 FDD)
According to Bigfoot Forestry's 2025 Franchise Disclosure Document, the franchise agreement specifies that there is no fiduciary relationship created between the franchisor and the franchisee. Specifically, section 24.2 states that nothing in the agreement should be interpreted as creating such a relationship, nor does it establish either party as an agent, legal representative, partner, or employee of the other.
This means that Bigfoot Forestry is not legally bound to act in the best financial interests of its franchisees when it comes to managing the brand fund or other aspects of the franchise relationship. While the franchisor is still expected to act in good faith and in accordance with the terms of the franchise agreement, franchisees do not have the same legal recourse they might have if a fiduciary duty existed.
Prospective franchisees should carefully consider this lack of fiduciary duty and conduct their own due diligence to assess whether Bigfoot Forestry's interests are aligned with their own. It would be prudent to seek legal counsel to fully understand the implications of this provision and how it might affect their investment and the overall franchise relationship.