Who are considered 'Indemnified Parties' that a Beef O Bradys franchisee must defend and hold harmless?
Beef_O_Bradys Franchise · 2025 FDDAnswer from 2025 FDD Document
Payment of all such taxes are your responsibility.
- 18.4 Indemnification. You agree to indemnify, defend and hold us, our affiliates and our respective shareholders, directors, officers, employees, agents, successors and assignees (the "Indemnified Parties") harmless from and to reimburse any one or more of the Indemnified Parties for all claims, obligations and damages described in this Section, any and all taxes arising out of the operation of your Family Sports Pub, and any and all claims and liabilities directly or indirectly arising out of the Family Sports Pub's operation (even if our negligence is alleged, but not proven); any element of your development, opening and operation of your Family Sports Pub, including (without limitation) any personal injury, death or property damage suffered by any customer, visitor, operator, employee or guest of the Family Sports Pub; crimes committed on or near your Family Sports Pub or vehicles used by your Family Sports Pub; all acts, errors, neglects or omissions engaged in by you, your contractors or subcontractors, as well as any third party, arising out of or related to the design, construction, conversion, build-out, outfitting, remodeling, renovation or upgrading of your Family Sports Pub, whether or not any of the foregoing was approved by us; defects in any Family Sports Pub you construct and/or operate, whether or not discoverable by you or by us; all acts, errors, neglects or omissions of you or the Family Sports Pub and/or the owners, officers, directors, management, employees, agent, servants, contractors, partners, proprietors, affiliates or representatives of you or Family Sports Pub (or any third party acting on your behalf or at your direction), whether in connection with the Family Sports Pub or otherwise; all liabilities arising from or related to your offer, sale and/or delivery of products and/or services as contemplated by this Agreement; and, any action by any customer of yours or visitor to your Family Sports Pub or any other facility of your franchised business; or your breach of this Agreement.
Source: Item 23 — RECEIPTS. (FDD pages 66–330)
What This Means (2025 FDD)
According to Beef O Bradys's 2025 Franchise Disclosure Document, an indemnified party includes Beef O Bradys, its affiliates, their respective shareholders, directors, officers, employees, agents, successors, and assigns. As a franchisee, you agree to indemnify, defend, and hold these parties harmless from claims, obligations, and damages.
This means that as a Beef O Bradys franchisee, you are responsible for protecting these individuals and entities from any legal or financial liabilities that may arise from the operation of your franchise. This obligation extends to all claims, obligations, and damages, reinforcing the franchisee's significant responsibility in managing risks associated with the business.
The FDD also specifies that the franchisee's indemnification extends to taxes arising from the Family Sports Pub's operation and claims and liabilities stemming directly or indirectly from its operation. This includes potential liabilities related to personal injury, death, or property damage suffered by anyone at the Family Sports Pub, as well as crimes occurring on or near the premises. The franchisee is also responsible for acts, errors, or omissions by them, their contractors, or subcontractors during the construction, remodeling, or operation of the Family Sports Pub, regardless of whether Beef O Bradys approved these actions.
However, the FDD also notes modifications to the indemnification requirements. Franchisees are not obligated to indemnify the previously mentioned parties for losses or liabilities resulting from the indemnified party's negligence, willful misconduct, strict liability, or fraud. This modification offers some protection to the franchisee, ensuring they are not liable for issues directly caused by Beef O Bradys or its affiliates. This is a crucial consideration for prospective franchisees, as it clarifies the boundaries of their liability and provides a degree of protection against the franchisor's actions.