Is a Cinnaholic Developer authorized to act as an agent or legal representative of the Franchisor?
Cinnaholic Franchise · 2025 FDDAnswer from 2025 FDD Document
It is the express intention of the parties hereto that Developer is and shall be an independent contractor under this Agreement, and no partnership, joint venture, fiduciary relationship or other special relationship shall exist between Developer and Franchisor. This Agreement does not constitute Developer as the agent, legal representative or employee of Franchisor for any purpose whatsoever, and Developer is not granted any right or authority to assume or create any obligation for or on behalf of, or in the name of, Franchisor or in any way to bind Franchisor. Developer agrees not to incur or contract for any debt or obligation on behalf of the Franchisor, or commit any act, make any representation or advertise in any manner which may adversely affect any right of Franchisor, or be detrimental to the good name and reputation of Franchisor or any other developers of Franchisor.
Source: Item 23 — RECEIPT (FDD pages 62–269)
What This Means (2025 FDD)
According to Cinnaholic's 2025 Franchise Disclosure Document, the agreement explicitly states that the Developer, or franchisee, is an independent contractor and not an agent, legal representative, or employee of Cinnaholic. This means the Developer has no authority to act on behalf of Cinnaholic or legally bind the company in any way. The agreement clarifies that no partnership, joint venture, or fiduciary relationship exists between Cinnaholic and the Developer.
This delineation is crucial as it defines the scope of responsibility and liability for each party. The Developer is responsible for managing and operating their Cinnaholic bakery independently, bearing the financial risks and rewards of their business. They cannot incur debts or obligations on behalf of Cinnaholic, nor can they make representations or advertise in a manner that could negatively impact Cinnaholic's reputation or other franchisees.
This independent contractor status is a common arrangement in franchising. It allows Cinnaholic to expand its brand through independently owned and operated locations while maintaining control over brand standards and operational procedures. The franchisee benefits from using the established Cinnaholic brand and system, but they also assume the responsibilities and risks of business ownership.
Prospective Cinnaholic franchisees should understand this independent contractor relationship and its implications. They should be prepared to operate their business independently, making their own decisions and managing their own finances, while adhering to the standards and guidelines set forth by Cinnaholic.