What is the Guarantor's obligation to 1-800-GOT-JUNK? regarding indemnification?
1_800_Got_Junk Franchise · 2025 FDDAnswer from 2025 FDD Document
Section 22 of the Franchise Agreement states that you will indemnify and hold us, and our subsidiaries, affiliates, shareholders, directors, officers, employees, agents, assignees and other franchisees; harmless against all liabilities, obligations, and consequential damages, taxes, costs, losses and actual legal expenses; any claim, litigation or other action or proceeding arising out of the operation of the franchised business.
However, you are not required to indemnify us for claims resulting solely from our breach of this Agreement or other wrongs we commit.
This provision may not be enforceable in Kansas unless separately negotiated and reasonable.
By signing this Addendum, you hereby agree that you separately considered and had an opportunity to consult legal counsel concerning this indemnity, and that you consider it reasonable.
Source: Item 22 — Contracts (FDD page 24)
What This Means (2025 FDD)
According to the 2025 FDD, Section 22 of the 1-800-GOT-JUNK? Franchise Agreement stipulates that the franchisee will indemnify and hold harmless 1-800-GOT-JUNK?, its subsidiaries, affiliates, shareholders, directors, officers, employees, agents, assignees, and other franchisees. This indemnification covers all liabilities, obligations, consequential damages, taxes, costs, losses, and actual legal expenses arising from any claim, litigation, or other action related to the operation of the franchised business.
However, the franchisee is not required to indemnify 1-800-GOT-JUNK? for claims resulting solely from 1-800-GOT-JUNK?'s breach of the agreement or other wrongs committed by them.
In Kansas, this indemnification provision may not be enforceable unless it is separately negotiated and considered reasonable. The addendum specifies that by signing, the franchisee agrees they have separately considered the indemnity, had the opportunity to consult legal counsel, and deem it reasonable. This suggests that franchisees in Kansas should pay particular attention to this clause and seek independent legal advice to fully understand its implications and ensure it is fair and reasonable within the context of their specific franchise agreement.