Regarding Section 22 of the Brueggers Bagels Franchise Agreement, what obligation do franchisees NOT have to an indemnified party for losses?

According to the 2025 Brueggers Bagels Franchise Disclosure Document, specifically a Washington addendum to the franchise agreement, franchisees have no obligation to indemnify or hold harmless an indemnified party for losses under certain conditions. This modification to Section 22 of the Franchise Agreement clarifies the franchisee's responsibilities regarding indemnification.

Specifically, the franchisee is not obligated to cover losses if those losses are determined to have been caused solely and directly by the indemnified party's own actions. These actions include negligence, willful misconduct, strict liability, or fraud. This provision protects the franchisee from being held responsible for the indemnified party's mistakes or intentional wrongdoing.

This type of clause is important for franchisees as it limits their liability and ensures they are not unfairly burdened with costs arising from the franchisor's or another indemnified party's actions. It is a risk-management measure that defines the boundaries of financial responsibility within the franchise agreement. Prospective franchisees should carefully review the indemnification clauses in their franchise agreements and any state-specific addenda to understand their potential liabilities and protections.