Under what circumstances does the All Dogs Unleashed franchisee's indemnification obligation NOT apply?
All_Dogs_Unleashed Franchise · 2025 FDDAnswer from 2025 FDD Document
- (b) Damage Waiver. Each of the parties EXPRESSLY WAIVE(S) ANY CLAIM FOR PUNITIVE, MULTIPLE AND/OR EXEMPLARY DAMAGES; except that this waiver and limitation does not apply with respect to (a) your obligation to indemnify us under any provision of this Agreement, or (b) any claims we bring against you and/or your guarantors and/or your owners for unauthorized use of the Marks, unauthorized use or disclosure of any Confidential Information, unfair competition, breach of your confidentiality or non-competition covenants under this Agreement, and/or any cause of action under the Lanham Act, and we are entitled to receive an award of multiple damages, attorneys' fees and all damages as provided by law.
- (c) Each of the parties EXPRESSLY AGREE(S) THAT IN THE EVENT OF ANY FINAL DETERMINATION, ADJUDICATION OR APPLICABLE ENACTMENT OF LAW THAT PUNITIVE, MULTIPLE AND/OR EXEMPLARY DAMAGES MAY NOT BE WAIVED, ANY RECOVERY BY ANY PARTY IN ANY ARBITRATION OR OTHER FORUM MUST NEVER EXCEED 2 TIMES ACTUAL DAMAGES, except that we may recover more than 2 times our actual damages if you commit acts of willful trademark infringement or otherwise violate the Lanham Act, as provided by law.
Source: Item 23 — RECEIPTS (FDD pages 49–158)
What This Means (2025 FDD)
According to the 2025 All Dogs Unleashed Franchise Disclosure Document, the waiver of punitive, multiple, and/or exemplary damages does not apply to the franchisee's obligation to indemnify All Dogs Unleashed under any provision of the agreement. This means that even though both parties generally waive the right to claim punitive damages against each other, All Dogs Unleashed retains the right to seek such damages from the franchisee if the franchisee is obligated to indemnify them.
Additionally, the waiver does not apply to any claims All Dogs Unleashed brings against the franchisee, their guarantors, or owners for unauthorized use of the Marks, unauthorized use or disclosure of any Confidential Information, unfair competition, breach of confidentiality or non-competition covenants, and/or any cause of action under the Lanham Act. In these specific cases, All Dogs Unleashed is entitled to receive an award of multiple damages, attorneys' fees, and all damages as provided by law.
Furthermore, even if a law or determination makes it such that punitive, multiple, and/or exemplary damages cannot be waived, any recovery by any party must never exceed 2 times actual damages. However, All Dogs Unleashed may recover more than 2 times their actual damages if the franchisee commits acts of willful trademark infringement or otherwise violates the Lanham Act, as provided by law. This exception reinforces All Dogs Unleashed's commitment to protecting its brand and confidential information, ensuring that franchisees are held accountable for specific harmful actions.