What is the impact of the independent contractor relationship on the Bonchon franchisee's ability to bind Stripe to contracts?
Bonchon Franchise · 2025 FDDAnswer from 2025 FDD Document
You are and will be our independent contractor under this Agreement. Nothing in this Agreement may be construed to create a partnership, joint venture, agency, employment or fiduciary
relationship of any kind. Neither you nor any of your employees whose compensation you pay may in any way, directly or indirectly, expressly or by implication, be construed to be our employee for any purpose. You will be solely responsible for your employees and all employment related decisions, including, without limitation, decisions concerning wages and benefits, hiring and discharging, training and supervision and work schedules of employees. You are not empowered to, and may not, make any express or implied agreements, warranties, guarantees or representations or incur any debt or other obligations in our name or for our account (or for those of any of our affiliates). Except as expressly provided in this Agreement, we will have no control or access to your funds or their expenditure or in any other way exercise control over your Area Development Business. You must communicate to all your employees that you, not us, are their employer; and you must ensure that no payroll checks or other employment-related documents (such as job applications and W-2s) contain or reference the Proprietary Marks or our name. Each of the parties will file its own tax, regulatory, and payroll reports with respect to its respective employees and operations, saving and indemnifying the other party hereto of and from any liability of any nature whatsoever by virtue thereof.
You agree to conspicuously identify yourself, your Area Development Business, your Bonchon Businesses, your Restaurants, and any other facilities of your Bonchon Businesses in all dealings with third parties as an independent Bonchon business and to place notice of independent ownership on all forms, business cards, stationery, advertising, signs and other materials in the manner that we specify and require from time to time, in our Manuals or otherwise.
Source: Item 23 — RECEIPTS (FDD pages 92–536)
What This Means (2025 FDD)
According to Bonchon's 2025 Franchise Disclosure Document, the franchisee operates as an independent contractor. This means the franchisee cannot make agreements, warranties, guarantees, or representations, nor incur debts or obligations on behalf of Bonchon or its affiliates. This independence extends to dealings with third parties, where the franchisee must clearly identify their business as an independent Bonchon business.
This independent contractor status has significant implications for a Bonchon franchisee. Specifically, the franchisee is responsible for all employment-related decisions, including wages, benefits, hiring, firing, training, supervision, and work schedules of their employees. The franchisee must also ensure that all employees understand that the franchisee, not Bonchon, is their employer, and that employment-related documents do not reference Bonchon's name or proprietary marks.
In practical terms, this means a Bonchon franchisee has no authority to bind Bonchon to any agreements with third-party vendors like Stripe. The franchisee is responsible for managing their own business operations and ensuring compliance with all applicable laws and regulations. This arrangement protects Bonchon from potential liabilities arising from the franchisee's actions and maintains a clear separation between the franchisor and franchisee's business operations.
Prospective franchisees should be aware that this independent contractor relationship places the onus on them to manage their business independently and without the ability to represent or obligate Bonchon in any way. This requires a strong understanding of business operations, employment law, and contract management.