Under the Bonchon franchise agreement, what parties are included in the definition of "Indemnitees" that the franchisee must defend and hold harmless?
Bonchon Franchise · 2025 FDDAnswer from 2025 FDD Document
You agree that you will, at your sole cost, at all times defend us, any affiliate of ours, the affiliates, subsidiaries, successors, assigns and designees of each; and, the officers, directors, managers, employees, agents, attorneys, shareholders, owners, members, designees and representatives of all of the foregoing (we and all others referenced above being the "Indemnitees"), and indemnify, reimburse and hold harmless us and the Indemnitees to the fullest extent permitted by law, from all claims, losses, liabilities and costs incurred in connection with any judicial, administrative or arbitration action or proceeding (including bankruptcy, insolvency, debtor/creditor or similar proceedings), suit, claim, demand, investigation, or formal or informal inquiry (regardless of whether any of the foregoing is reduced to judgment) or any settlement of the foregoing, which actually or allegedly, directly or indirectly, arises out of, is based upon, is a result of or is related in any way to any element of your entry into this Agreement; your establishment, construction, opening and operation of your Bonchon Restaurant and franchised Business, including any other business operating within or in relation to the Restaurant (which other business, if any, shall be subsumed within this paragraph's references to the Restaurant) and further including (without limitation) any personal, bodily or mental injury, death, property damage or loss, suffered by any customer, visitor, manager, operator, supplier, employee or guest of the franchised Restaurant or Business; crimes committed on or near any of the premises or facilities of your franchised Business or vehicles used by your franchised Business; all acts, errors, neglects or omissions engaged in by you, your contractors or subcontractors, as well as any third party, arising out of or related to the design, construction, conversion, build-out, outfitting, remodeling, renovation or upgrading of your Bonchon Restaurant, whether or not any of the foregoing was approved by us; defects in any Bonchon Restaurant you construct and/or operate, whether or not discoverable by you or by us; all acts, errors, neglects or omissions of you or the franchised Business and/or the owners, officers, directors,
Source: Item 23 — RECEIPTS (FDD pages 92–536)
What This Means (2025 FDD)
According to Bonchon's 2025 Franchise Disclosure Document, the franchisee is required to defend, indemnify, and hold harmless a wide range of parties, collectively known as "Indemnitees". These Indemnitees include Bonchon itself, its affiliates, subsidiaries, successors, assigns, and designees.
Furthermore, the definition extends to the officers, directors, managers, employees, agents, attorneys, shareholders, owners, members, designees, and representatives of all the aforementioned entities. This means the franchisee's obligation to defend and protect Bonchon extends not only to the core company but also to a broad spectrum of related individuals and organizations.
This indemnification clause places a significant responsibility on the franchisee. It requires them to cover legal costs, losses, and liabilities arising from various situations related to their Bonchon restaurant. This includes claims related to the franchisee's operation of the Bonchon restaurant, any injuries or damages occurring at the restaurant, or any acts or omissions by the franchisee or their staff. Franchisees should carefully consider the scope of this indemnification and consult with legal counsel to understand their potential liabilities.