Who is indemnified by the assignor and assignee regarding the Big O Tires store?
Big_O_Tires Franchise · 2025 FDDAnswer from 2025 FDD Document
ASSIGNOR and ASSIGNEE, jointly and severally, for themselves, their heirs, successors and assigns agree to indemnify and hold BIG O, its past or present directors,
shareholders, predecessors, successors, parents, subsidiaries, agents, officers, employees, representatives, related corporations or entities and any and all persons acting by, through, under or in concert with them, or any of them, harmless from any and all third party claims, liabilities, demands or actions of any kind or nature arising out of or otherwise connected with their ownership and operation of the Big O Tires Store, the actions and transactions contemplated in the Primary Agreement and this Agreement, any other representations and agreements between them and as to the related asset transfers. Nothing contained herein shall be construed as indemnifying and holding BIG O harmless against its own negligent or willful acts.
Source: Item 23 — RECEIPTS (FDD pages 102–535)
What This Means (2025 FDD)
According to Big O Tires' 2025 Franchise Disclosure Document, both the assignor and assignee agree to indemnify Big O Tires and its associated parties. This means that the assignor (the seller of the Big O Tires store) and the assignee (the buyer) jointly and individually agree to protect Big O Tires from any third-party claims, liabilities, demands, or actions.
This indemnification extends to Big O Tires' past or present directors, shareholders, predecessors, successors, parents, subsidiaries, agents, officers, employees, representatives, related corporations or entities, and anyone acting in concert with them. The claims covered arise from the ownership and operation of the Big O Tires store, the transactions outlined in the Primary Agreement and the Agreement and Consent to Assignment, any other representations and agreements between the assignor and assignee, and related asset transfers.
However, this indemnification does not protect Big O Tires from its own negligent or willful acts. Essentially, the assignor and assignee are responsible for shielding Big O Tires from liabilities caused by their actions related to the store's operation and transfer, but Big O Tires remains liable for its own misconduct. This is a standard practice in franchise agreements to allocate risk and responsibility among the parties involved in the transfer of a franchise.