Wiggin and Dana's Franchise Law Blog

Who’s the Franchisee?

In recent article, Mad About ‘You’, Drafting Agreements to Do No Harm, Wiggin and Dana franchise lawyer Bob Burstein warns about some of the less obvious dangers of franchise agreement drafting, particularly when identifying the parties to the agreement and their respective roles and responsibilities. Mr. Burstein provides examples from two recent cases: one that involves a franchise agreement’s collective definition of the franchisee limited liability company and its principal as “you”, which made it easier for a third party to hold the individual principal liable for personal injuries (with no benefit to the franchisor), and another where the franchisee owner signed on behalf of the franchisee in a signature block including the word “individually,” which made the franchisee’s identity ambiguous. The article concludes: “Using plain language and shortening agreements are legitimate goals, but clarity and precision should be maintained.”