Under the Burger King Development Agreement, what losses is the Developer responsible for related to their obligations, undertakings, promises, and representations?
Burger_King Franchise · 2025 FDDAnswer from 2025 FDD Document
- 10.1 Indemnification. Developer is responsible for all losses, damages and/or contractual liabilities to third parties arising out of or relating to any of the obligations, undertakings, promises and representations of Developer under this Agreement, and for all claims or demands for damages to property or for injury, illness or death of Persons directly or indirectly resulting therefrom. Developer agrees to defend, indemnify and save BKC and BKC's officers, directors, agents, employees, attorneys, accountants, and Affiliates harmless of, from and with respect to any such claims, demands, losses, obligations, costs, expenses, liabilities, debts or damages (including, without limitation, reasonable attorney's fees). BKC shall notify Developer of any such claims, and Developer shall be given the opportunity to assume the defense of the matter. If Developer fails to assume the defense, BKC may defend the action in the manner it deems appropriate, and Developer shall pay to BKC all costs, including attorney fees, incurred by BKC in effecting such defense. BKC's right to indemnity under this Agreement shall arise and be valid notwithstanding that joint or concurrent liability may be imposed on BKC by statute, ordinance, regulation or other law.
Source: Item 20 — OUTLETS AND FRANCHISEE INFORMATION (FDD pages 109–124)
What This Means (2025 FDD)
According to Burger King's 2025 Franchise Disclosure Document, the Developer is responsible for losses, damages, and contractual liabilities to third parties that arise from their obligations, undertakings, promises, and representations under the Development Agreement. This also extends to claims or demands for property damage, injury, illness, or death of individuals that directly or indirectly result from these actions.
Specifically, the Developer must defend, indemnify, and hold Burger King and its related parties harmless from any claims, demands, losses, obligations, costs, expenses, liabilities, debts, or damages, including reasonable attorney's fees. Burger King will notify the Developer of any such claims, and the Developer has the opportunity to assume the defense of the matter.
However, if the Developer does not assume the defense, Burger King can defend the action as it sees fit, and the Developer is then responsible for paying all costs, including attorney fees, that Burger King incurs in its defense. Burger King's right to indemnity is valid even if Burger King has joint or concurrent liability due to a statute, ordinance, regulation, or other law.