What are the potential consequences for a Bonchon franchisee if they fail to maintain the brand standards required by the franchisor (Item 9), and how does this relate to the use of Proprietary Marks (Item 13)?
Bonchon Franchise · 2025 FDDAnswer from 2025 FDD Document
Your right to use the Proprietary Marks is limited to the uses authorized under this Agreement. Any unauthorized use of the Proprietary Marks by you will constitute an infringement of our rights and a material and incurable breach of this Agreement which, unless we waive the breach, will entitle us to terminate this Agreement immediately upon notice to you, with no opportunity to cure.
- B. You may not use the Proprietary Marks in any way which will incur any obligation or indebtedness on our behalf. You agree to comply with our Manuals' instructions in filing and maintaining all requisite trade name or fictitious name registrations, and in executing any documents considered necessary by us or our counsel to obtain protection for the Proprietary Marks or to maintain their continued validity and enforceability.
- C. You agree to affix our Proprietary Marks on the facilities of your franchised Bonchon Business, including your Bonchon Restaurant, your franchised Business's point-of-sale materials, signs, stationery, advertising, sales, marketing and promotional materials and other objects in the size, color, lettering style and fashion and at the places which we designate in our Manuals or otherwise. You also agree to display the Proprietary Marks and relevant trademark and copyright notices pursuant to the requirements set forth in the Manuals. No trademarks, logotypes, names, symbols or service marks other than the Proprietary Marks may be used by or in connection with your franchised Business in any fashion whatsoever except as we may expressly provide in our Manuals or as we may approve in writing.
15.04 Required Means of Identification; Non-Use of Trade Name
You must conduct your franchised Bonchon Business under the assumed business name "Bonchon". You agree, at your expense, to perform all filings and procure all required or necessary government approvals or registrations required to do business under that assumed business name and to furnish to us copies of all such filings, approvals and registrations. You must never identify yourself as an agent of ours. You must conspicuously identify yourself, your franchised Business and your Bonchon Restaurant in all dealings with your customers, contractors, suppliers, public officials and members of the public, and in all advertising, promotion and marketing related to your Business, as our independently owned and operated franchisee. You agree to place this notice of independent ownership in your Restaurant and any other facilities of the franchised Business, printed materials, business cards, stationery, marketing and advertising materials, signs and other written or electronic modes that we may specify in such fashion and as we require from time to time, in our Manuals or otherwise and in such fashion as we require from time to time.
If you are a Business Entity, you may not use our Proprietary Marks or any confusingly similar words or symbols, in your entity name. In particular, you may not use the words "Bonchon," "Bonchon Franchise LLC," or any variant as part of your Business Entity name.
What This Means (2025 FDD)
According to Bonchon's 2025 Franchise Disclosure Document, franchisees must adhere to brand standards, including the proper use of Bonchon's Proprietary Marks. Failure to comply with these standards can lead to significant consequences, including termination of the franchise agreement. Bonchon retains the right to modify the Bonchon System, including alterations to products, services, standards, and even the Proprietary Marks themselves. Franchisees are obligated to implement these changes as if they were part of the original agreement. Bonchon also has the right to vary standards or franchise agreement terms based on factors like the timing of the franchise grant or specific local conditions. Franchisees do not have the right to demand disclosure of these variations or similar treatment.
Specifically, franchisees must use the Proprietary Marks only as directed by Bonchon in the franchise agreement and manuals. They must also conduct their business under the name "Bonchon" and ensure they have all necessary government approvals and registrations. Franchisees must conspicuously identify themselves as independently owned and operated, and display this notice in their restaurant and all related materials. They cannot use the Proprietary Marks in any way that incurs debt on Bonchon's behalf and must follow manual instructions for trade name registrations and protecting the Proprietary Marks.
Several actions can be considered a default of the franchise agreement, including engaging in any business or marketing any product or service under a name confusingly similar to Bonchon's Proprietary Marks. A franchisee's failure to use the Proprietary Marks and trade dress as directed by Bonchon, or any action that materially impairs the goodwill associated with Bonchon's Proprietary Marks, especially if incurable or not cured within 72 hours of notice, can also result in termination. These stipulations ensure that Bonchon maintains control over its brand identity and protects its trademarks, while also setting clear expectations for franchisees regarding brand compliance.