Mobil Oil Corp. v. Bransford
648 So. 2d 119, 1995 Fla. LEXIS 10, 20 Fla. L. Weekly Supp. 11 (1995)
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Rule of Law:
The mere use of a franchisor's logos, trademarks, and the provision of routine contractual support services are insufficient to establish an apparent agency relationship that would make the franchisor vicariously liable for the torts of its franchisee's employees.
Facts:
- Mobil Oil Corporation (Mobil) owned a gas station property which it leased to Alan Berman, who operated it as a Mobil Mini Mart.
- The franchise agreement required Berman to use Mobil trademarks and logos and to sell Mobil products.
- Mobil sent representatives to the station to provide routine franchise support services.
- In 1990, Jeremy Bransford entered the Mobil Mini Mart.
- While on the premises, Bransford was attacked and beaten by Hyman Stetham, an employee of the franchisee, Berman.
- Stetham allegedly had a prior history of assaulting customers.
Procedural Posture:
- Jeremy Bransford sued Mobil Oil Corporation in a Florida trial court on a theory of vicarious liability.
- The trial court granted summary judgment in favor of Mobil.
- Bransford, as appellant, appealed the decision to the Fourth District Court of Appeal of Florida, an intermediate appellate court.
- The Fourth District Court of Appeal reversed the trial court's summary judgment.
- Mobil Oil Corporation, as petitioner, sought review from the Supreme Court of Florida.
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Issue:
Does the prominent use of a franchisor's logos and trademarks at a franchisee's business, combined with the sale of its products and provision of routine franchise support, create an apparent agency relationship sufficient to hold the franchisor vicariously liable for the intentional tort of a franchisee's employee?
Opinions:
Majority - Per Curiam
No. The prominent use of a franchisor's logos, trademarks, and the provision of standard franchise support services do not, by themselves, create an apparent agency relationship. For a franchisor to be held vicariously liable, the plaintiff must show that the franchisor represented itself as having substantial control over the franchisee's operations, that the plaintiff relied on this representation, and that the plaintiff changed their position in reliance on it. The court reasoned that in the modern economy, it is widely understood that a franchise is an independently owned business, and the use of a brand's symbols does not imply control over employment decisions or day-to-day management. Bransford's assumption that Mobil's branding implied such control was not sustainable. The court receded from its prior decision in Orlando Executive Park to the extent it suggested that logos alone could create an apparent agency, clarifying that substantial participation by the franchisor in the business is required.
Dissenting - Shaw, J.
Yes. The evidence presented created a genuine issue of material fact regarding whether Mobil had created an apparent agency, making summary judgment for Mobil improper. The dissent argued that the existence of an agency relationship is a question for the jury. In this case, Mobil did more than just provide logos; its contracts with the franchisee explicitly required the franchisee to 'render prompt, fair, courteous, and efficient service' and to provide 'continued training, guidance, and supervision to employees.' By contractually controlling the quality of customer service—the very issue at the heart of the dispute—Mobil created a factual issue as to whether it represented itself as the party responsible for the customer experience. Therefore, a jury should have been allowed to determine whether Bransford reasonably relied on Mobil's brand to his detriment.
Analysis:
This decision significantly narrows the scope of franchisor liability under the theory of apparent agency in Florida. By holding that branding and standard franchise support are insufficient to establish liability, the court raised the bar for plaintiffs seeking to sue large corporate franchisors for torts committed at franchisee locations. The ruling requires plaintiffs to demonstrate specific actions by the franchisor that communicate substantial, direct control over the franchisee's daily operations, rather than relying on the general public image created by advertising. This provides greater protection for franchisors from the negligence and intentional torts of their franchisees' employees.
