What costs and expenses is an Amorino Area Developer required to indemnify the company against?
Amorino Franchise · 2025 FDDAnswer from 2025 FDD Document
D. Indemnification. You agree to defend, indemnify and hold harmless us and our officers, directors, shareholders, members, agents, employees, successors, assigns and affiliates and their officers, directors, shareholders, members, agents, employees, successors and assigns against all losses, liabilities, damages, costs and expenses, including reasonable attorneys' fees, resulting directly or indirectly from, or in any way pertaining to, the design, construction, fixturing, decorating, stocking, use, occupancy, maintenance, repair, operation, sales, policies, procedures, practices, actions, hiring practices, personnel policies, employment practices or any other activities of your Amorino facility and its business including your intentional acts and negligence and those of your agents, officers, directors, partners, shareholders, members, employees and any others for whose conduct you are legally responsible. We agree to defend, indemnify and hold harmless you and your officers, directors, shareholders, members, agents, employees, successors, assigns and affiliates and their officers, directors, shareholders, members, agents, employees, successors and assigns against all losses, liabilities, damages, costs and expenses, including reasonable attorneys' fees, resulting directly or indirectly from, or in any way pertaining to our and our affiliates actions or inactions pertaining to the direct manufacturing of the products supplied to you and approved by us as sellable in your store including our and our affiliates intentional acts and negligence and those of our and our affiliates' agents, officers, directors, partners, shareholders, members, employees and any others for whose conduct we are legally responsible.
Source: Item 22 — CONTRACTS (FDD pages 80–81)
What This Means (2025 FDD)
According to Amorino's 2025 Franchise Disclosure Document, as an Area Developer, you must defend, indemnify, and hold Amorino harmless from losses, liabilities, damages, costs, and expenses, including reasonable attorney's fees. This obligation arises directly or indirectly from any aspect of your Amorino facility and its business operations.
This indemnification extends to the design, construction, fixturing, decorating, stocking, use, occupancy, maintenance, repair, operation, sales, policies, procedures, practices, actions, hiring practices, personnel policies, employment practices, or any other activities of your Amorino facility. It also includes your intentional acts and negligence, as well as those of your agents, officers, directors, partners, shareholders, members, employees, and anyone else for whose conduct you are legally responsible.
Conversely, Amorino agrees to defend, indemnify, and hold you harmless from losses, liabilities, damages, costs, and expenses, including reasonable attorneys' fees, resulting directly or indirectly from their actions or inactions pertaining to the direct manufacturing of products supplied to you and approved by them as sellable in your store. This includes Amorino's and their affiliates' intentional acts and negligence, as well as those of their agents, officers, directors, partners, shareholders, members, employees, and any others for whose conduct they are legally responsible. This creates a reciprocal arrangement where both parties protect each other from liabilities arising from their respective business operations and responsibilities.