Does the Degree Wellness franchise agreement create a fiduciary relationship between the franchisee and franchisor?
Degree_Wellness Franchise · 2025 FDDAnswer from 2025 FDD Document
8. RELATIONSHIP OF THE PARTIES; INDEMNIFICATION.
- 8.1 Independent Contractor; No Fiduciary Relationship. Both you and we understand and agree that this Agreement does not create a fiduciary relationship between you and us, that you and we are independent contractors, and that nothing in this Agreement is intended to make either party a general or special agent, joint venturer, partner, or employee of the other for any purpose whatsoever. In no event shall we be deemed to be an employer of any of your employees, representatives or agents. You agree to conspicuously identify yourself in all your dealings with customers, patients, suppliers, public officials, Franchise personnel, and others as the owner of an independent Franchise pursuant to a Franchise Agreement with us, and to place any other notices of independent ownership on your forms, business cards, stationery, advertising, and other materials as we may require from time to time.
Source: Item 23 — Receipts (FDD pages 66–257)
What This Means (2025 FDD)
According to Degree Wellness's 2025 Franchise Disclosure Document, the franchise agreement explicitly states that it does not create a fiduciary relationship between the franchisee and the franchisor. The agreement specifies that both parties are independent contractors, and nothing within the agreement is intended to establish either party as an agent, joint venturer, partner, or employee of the other for any purpose.
This means that Degree Wellness franchisees are considered independent business owners responsible for their own business operations. They are expected to represent themselves as independent owners of their franchised business and as franchisees of Degree Wellness in all dealings with customers, suppliers, and other parties. This independence extends to business decisions, subject to the provisions outlined in the franchise agreement.
The agreement also emphasizes that Degree Wellness will not be held liable for any unauthorized agreements, representations, or warranties made by the franchisee. Furthermore, Degree Wellness is not obligated for any damages arising from the franchisee's business operations, even if caused by negligence, willful action, or professional malpractice. This reinforces the independent nature of the franchisee's business and their responsibility for its operation and outcomes.