What is Bonchon Franchise LLC responsible for regarding modifications to the Master Services Agreement that affect the Authorized Operator?
Bonchon Franchise · 2025 FDDAnswer from 2025 FDD Document
Customer has instructed Olo in one or more Order Forms to (a) invoice Authorized Operator for any fees or charges (the "Authorized Operator Owed Amounts") under the Agreement that are specified by the Customer as payable by the Authorized Operator or if not specified, (i) charged on a per location or per transaction/order/unit basis, and (ii) applicable to the use of the Services by the Authorized Operator or by locations operated by the Authorized Operator (including any fees or charges associated with transactions/orders/units conducted with locations owned or operated by the Authorized Operator); and (b) make payments or disbursements to Authorized Operator for any disbursements associated with use of the Services by the Authorized Operator or by transactions/orders/units conducted with locations owned or operated by the Authorized Operator (the "Authorized Operator Disbursement Amounts").
Source: Item 23 — RECEIPTS (FDD pages 92–536)
What This Means (2025 FDD)
Based on the 2025 Franchise Disclosure Document, Bonchon Franchise LLC, referred to as "Customer" in the context of the Master Services Agreement with Olo, Inc., plays a role in enabling Authorized Operators (Bonchon franchisees) to use Olo's services. Bonchon Franchise LLC instructs Olo via Order Forms to invoice the Authorized Operator for fees and charges under the Agreement. These fees are specified by Bonchon as payable by the Authorized Operator or, if not specified, are charged on a per-location or per-transaction basis and applicable to the Authorized Operator's use of the services. Bonchon Franchise LLC also instructs Olo to make payments or disbursements to the Authorized Operator for any disbursements associated with the use of services or transactions conducted by the Authorized Operator.
This arrangement means that Bonchon acts as an intermediary, setting the terms for how Olo bills and pays the franchisees for their use of Olo's services. The franchisee's access to and use of Olo's service is conditional on their acceptance of and compliance with the Authorized Operator Terms and Conditions. By using the services, the Authorized Operator agrees to be bound by these terms and conditions.
For a prospective Bonchon franchisee, this indicates that while they will be directly billed by and receive disbursements from Olo for certain services, the framework for these transactions is established by Bonchon through its agreements with Olo. It is important for franchisees to understand the specific fees and charges they will be responsible for, as well as the conditions under which they will receive disbursements, as outlined in the Master Services Agreement and Order Forms between Bonchon and Olo. Franchisees should seek clarity from Bonchon regarding how these fees are determined and what recourse they have if they disagree with the charges.