Under what conditions are Remax franchisees allowed to develop their own Independent Contractor Agreement (ICA) forms?
Remax Franchise · 2025 FDDAnswer from 2025 FDD Document
Franchisees are free under the RE/MAX System to develop such agreements and forms, including ICA forms, as they deem appropriate, so long as such documents do not undermine or adversely impact the rights and interests of the balance of the RE/MAX Network or expose others, including REMAX, LLC, to potential liability.
The Essential ICA Provisions
To preserve flexibility for those who may elect to create their own ICA rather than adapt REMAX, LLC's Model ICA for their use, REMAX, LLC has identified certain essential provisions ("Essential ICA Provisions") that are intended to preserve the reputation and goodwill associated with RE/MAX and protect and advance the interests of the entire RE/MAX Network. You are required to include these Essential ICA Provisions in every ICA or similar agreement you develop and use with your Sales Associates.
The Essential ICA Provisions do not pertain to or govern the day-to-day operation, management or activity of your Office, which is entirely determined by you in your own judgment; rather, the Essential ICA Provisions are designed in large measure to help preserve and protect the valuable RE/MAX Marks and the goodwill associated with the RE/MAX Marks.
The Paragraph references in the Essential ICA Provisions correlate to REMAX, LLC's Model ICA so that you can read and interpret the Essential ICA Provisions in the context of the Model ICA. Likewise, capitalized words appearing in the Essential ICA Provisions correlate to defined terms set forth in the Model ICA. REMAX, LLC reserves the right to modify or amend the Essential ICA Provisions and all future changes shall become binding upon RE/MAX Franchisees for all ICAs entered into commencing 60 days after the distribution of notice of each such change.
The Essential ICA Provisions do not include many of the recommended provisions from the Model ICA, including provisions necessary to create the independent contractual relationship or the "Statutory Non-Employee" treatment of your independent contractor Sales Associates for federal tax purposes.
Source: Item 22 — Contracts (FDD pages 108–334)
What This Means (2025 FDD)
According to Remax's 2025 Franchise Disclosure Document, franchisees have the freedom to create their own Independent Contractor Agreement (ICA) forms, provided that these agreements do not negatively impact the Remax network's rights and interests or expose Remax, LLC to potential liabilities. To ensure brand consistency and protect the Remax brand, franchisees who choose to develop their own ICA forms must include specific essential provisions, referred to as "Essential ICA Provisions." These provisions are designed to preserve the reputation and goodwill associated with the Remax brand and protect the interests of the entire Remax network.
These Essential ICA Provisions do not govern the day-to-day operations of the franchisee's office, which the franchisee independently manages. Instead, they focus on safeguarding the Remax Marks and associated goodwill. Remax, LLC retains the right to modify or amend these Essential ICA Provisions, with any changes becoming binding on franchisees 60 days after notice is given. The FDD emphasizes that the Essential ICA Provisions do not include many recommended provisions from the Model ICA, including those necessary to establish an independent contractual relationship or ensure "Statutory Non-Employee" treatment for federal tax purposes.
Remax, LLC provides a Model Independent Contractor Agreement (Model ICA) as a guide for franchisees. While using the Model ICA is not mandatory, it serves as a framework for establishing the relationship with Sales Associates. The Model ICA is designed to meet the requirements for securing "Statutory Non-Employee" treatment for tax purposes. Whether franchisees use the Model ICA or create their own, they must ensure the agreement includes the Essential ICA Provisions. Remax recommends franchisees carefully review their final ICA form and consult with legal counsel to ensure compliance with state-specific laws, rules, and regulations, as well as to meet their business and tax needs.
In summary, Remax franchisees can develop their own ICA forms as long as they incorporate the Essential ICA Provisions, which protect the Remax brand and network. Franchisees are responsible for ensuring their ICAs comply with all applicable laws and meet their specific business and tax requirements, and Remax recommends consulting with legal counsel during the ICA development process.