Does the Amorino Area Developer's indemnity obligation extend to the company's shareholders, parent companies, subsidiaries, affiliates, officers, directors, employees, attorneys, and designees?

According to Amorino's 2025 Franchise Disclosure Document, the Area Developer's indemnity obligations do extend to various parties associated with the company. Specifically, the Area Developer agrees to protect, defend, and indemnify Amorino, including its past, present, and future shareholders, direct and indirect parent companies, subsidiaries, affiliates, officers, directors, employees, attorneys, and designees. This obligation requires the Area Developer to hold these parties harmless from any costs, expenses, attorney's fees, court costs, losses, liabilities, damages, claims, and demands related to any actual or alleged loss, injury, or damage to any person, firm, or corporation, or any property, that arises from the Area Developer's operation of the Franchised Business. This broad indemnity clause places a significant responsibility on the Area Developer to cover a wide range of potential liabilities.

This means that if a claim arises from the Area Developer's business operations, such as a customer injury or property damage, the Area Developer is responsible for covering the legal costs and any resulting damages, not only for Amorino itself but also for the individuals and entities affiliated with Amorino as listed in the clause. This could include legal defense costs, settlement amounts, and any other associated expenses. The Area Developer's insurance obligations also reflect this requirement, as they must maintain insurance policies that protect Amorino and its affiliates, including their respective partners, shareholders, directors, agents, and employees, against any claims related to personal and bodily injury, death, property damage, or any loss, liability, or expense arising from the operation of the store.

For a prospective Amorino Area Developer, this indemnity obligation represents a significant financial risk. It is crucial to understand the scope of this obligation and to ensure adequate insurance coverage to protect against potential claims. The Area Developer should consult with legal and insurance professionals to fully assess the risks and ensure they have sufficient protection. Furthermore, the Area Developer should diligently manage their business operations to minimize the risk of incidents that could lead to claims, as they will be responsible for covering the costs associated with those claims, even if they involve parties beyond just Amorino itself.