Does the Aplus franchise agreement specify that the franchisee must protect, indemnify, and save harmless Sunoco for claims and losses?
Aplus Franchise · 2024 FDDAnswer from 2024 FDD Document
Sunoco.
- (2) costs, expenses, fees (including court costs, attorneys' fees, and cost of litigation), taxes, fines, penalties, and judgments incurred or paid by Sunoco by reason of a violation of law by you.
- (C) The parties hereto agree that, in consideration of Sunoco's execution of this Lease, any claim of any kind by you based on or arising out of this Lease or otherwise shall be barred unless asserted by you by commencement of an action within twelve (12) months after delivery of the products or other event, action, or inaction to which the claim relates.
- (D) All amounts due Sunoco from you, by reason of indemnities and obligations imposed upon you by this Lease, shall become due and payable by you to Sunoco upon demand, as part of your account to Sunoco.
- (E) Notwithstanding any provisions elsewhere set forth above, you shall be liable to Sunoco hereunder, and you do agree to protect, indemnify, and save harmless Sunoco or any other person for claims, losses, and damages, whether caused in part by Sunoco's negligence, but not if caused by Sunoco's sole negligence.
- (F) This Section 2.16 shall survive termination of this Lease.
Insurance
(G) At your sole cost and expense, through the duration of the term of your franchise relationship with Sunoco, you shall obtain, keep, and maintain in full force and effect insurance through a financially responsible carrier (with a rating of "A-" or better by A.M. Best) acceptable to Sunoco which is primary as to any other valid collectible insurance. Sunoco must be included
as an additional insured on all policies listed in subsections (1), (3), and (4). Sunoco is entitled to all coverage limits equal to or greater than the minimum requirements.
Source: Item 23 — RECEIPT (FDD pages 68–302)
What This Means (2024 FDD)
According to Aplus's 2024 Franchise Disclosure Document, the franchisee is required under the lease agreement to protect, indemnify, and save harmless Sunoco from claims, losses, and damages, except if caused by Sunoco's sole negligence. This obligation extends to claims, liabilities, and litigation involving Turnpike Authorities and Concessionaires for Turnpike locations.
Specifically, the franchisee must indemnify and reimburse Sunoco for costs, expenses, and fees, including legal costs, related to litigation successfully pursued by Sunoco against the franchisee to enforce or terminate the lease, or to recover money, equipment, or property owed to Sunoco. This also includes costs, expenses, fees, taxes, fines, penalties, and judgments incurred by Sunoco due to the franchisee's violation of laws.
Furthermore, any claims made by the franchisee against Sunoco based on the lease are barred unless an action is commenced within twelve months after the event giving rise to the claim. All amounts owed by the franchisee to Sunoco under these indemnities are due upon demand as part of the franchisee's account with Sunoco. The obligations outlined in this section of the lease survive the termination of the lease agreement.