Are the Principals of a Boulder Designs franchisee required to indemnify the Franchisor?
Boulder_Designs Franchise · 2025 FDDAnswer from 2025 FDD Document
- i. Indemnification. Franchisee and Principals, jointly and severally, shall indemnify Franchisor and its officers, directors, shareholders, agents, and employees, in their individual or corporate capacities, from and against any and all claims, damages, or demands of any nature, whatsoever, arising out of or relating to this Agreement or the operation of the BOULDER DESIGN franchised businesses under the terms of the Franchise Agreements, this Agreement, or any other agreement between the Franchisor and the Franchisee and/or Guarantors.
The Franchisee further expressly acknowledges and agrees that all work completed by the Franchisee pursuant to this National Headstone Program shall be Franchisee's sole responsibility and shall indemnify the Franchisor in the event Franchisor incurs any cost or expense including but not limited to any claims as a result of the project completed by the Franchisee, or delivery and installation thereof. In the event a repair or warranty work needs to be done for the project completed by the Franchisee, Franchisor has the right to facilitate any warranty repairs and pass the costs onto Franchisee.
Source: Item 22 — CONTRACTS (FDD page 50)
What This Means (2025 FDD)
According to Boulder Designs' 2025 Franchise Disclosure Document, both the franchisee and their principals are required to indemnify the franchisor. This means that the franchisee and their principals are jointly and severally responsible for protecting Boulder Designs from any claims, damages, or demands that arise from the franchise agreement or the operation of the Boulder Designs franchised business. This obligation extends to Boulder Designs' officers, directors, shareholders, agents, and employees in their individual or corporate capacities.
This indemnification clause places a significant responsibility on the franchisee and their principals. Should any legal issues or claims arise related to the franchise, they would be obligated to cover the associated costs, which could include legal fees, settlements, and other expenses. This protection extends to any agreement between the franchisor and franchisee.
Furthermore, the franchisee specifically acknowledges that they are solely responsible for all work completed under the National Headstone Program and must indemnify Boulder Designs for any costs or claims resulting from their projects, including delivery and installation. If repairs or warranty work are needed, Boulder Designs has the right to facilitate these repairs and pass the costs on to the franchisee. This aspect highlights the importance of quality control and adherence to standards in the franchisee's operations to avoid potential liabilities.