Does the Bambu franchise agreement require the franchisee to indemnify Bambu for claims arising from violations of labor and employment laws?
Bambu Franchise · 2025 FDDAnswer from 2025 FDD Document
Franchisee shall indemnify, defend and hold harmless Bambu, its subsidiaries, parents and affiliates, and their respective shareholders, directors, officers, managers, members, employees, agents, successors and assignees (the "Indemnified Parties"), against, and to reimburse them for all claims, obligations and damages described in this Section 20.3, any and all third party obligations described in Section 20.2 and any and all claims and liabilities directly or indirectly arising out of the operation of the Bambū shoppe or arising out of the use of the Marks and Bambū system in any manner not in accordance with this Agreement, including without limitation any claims alleging violations of any laws including labor and employment laws.
For purposes of this indemnification, claims shall mean and include all obligations, actual and consequential damages and costs reasonably incurred in the defense of any claim against the Indemnified Parties, including, without limitation, reasonable accountants', attorneys' and expert witness fees, costs of investigation and proof of facts, court costs, other litigation expenses and travel, lodging, and meal expenses.
Source: Item 23 — Receipts (FDD pages 52–209)
What This Means (2025 FDD)
According to Bambu's 2025 Franchise Disclosure Document, the franchise agreement requires franchisees to indemnify Bambu against claims, liabilities, and damages arising from the operation of the Bambu shoppe. This includes claims alleging violations of any laws, including labor and employment laws. This means that if a franchisee's actions or inactions lead to a lawsuit or claim against Bambu related to labor or employment issues, the franchisee is responsible for defending and protecting Bambu and covering the associated costs.
The indemnification extends to Bambu, its subsidiaries, parents, affiliates, and their respective shareholders, directors, officers, managers, members, employees, agents, successors, and assignees. The claims covered include all obligations, actual and consequential damages, and costs reasonably incurred in the defense of any claim, such as accountants', attorneys', and expert witness fees, investigation costs, court costs, litigation expenses, and travel expenses.
This indemnification clause places a significant financial responsibility on the franchisee. It is common in franchise agreements for franchisees to indemnify the franchisor against liabilities arising from the franchisee's operation of the business. However, franchisees should carefully review the scope of the indemnification to understand the potential liabilities they could be responsible for. Franchisees in New York should note that they are not required to indemnify Bambu for liabilities that arose as a result of Bambu's breach of the Franchise Agreement or other civil wrongs committed by Bambu.