Under what circumstances are Brueggers Bagels franchisees not obligated to indemnify an indemnified party in Washington?
Brueggers_Bagels Franchise · 2025 FDDAnswer from 2025 FDD Document
Section 22 of the Franchise Agreement is amended to include the following: "Franchisees have no obligation to indemnify or hold harmless an indemnified party for losses to the
extent that they are determined to have been caused solely and directly by the indemnified party's negligence, willful misconduct, strict liability, or fraud."
Source: Item 23 — RECEIPTS (FDD pages 61–335)
What This Means (2025 FDD)
According to Brueggers Bagels' 2025 Franchise Disclosure Document, specifically the Washington Addendum to the Franchise Agreement, franchisees in Washington State are not always required to indemnify an indemnified party. This addendum modifies the standard franchise agreement to align with the Washington Franchise Investment Protection Act.
Specifically, Brueggers Bagels franchisees in Washington have no obligation to indemnify or hold harmless an indemnified party for losses. This protection applies only to the extent that the 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.
In essence, this provision ensures that Brueggers Bagels franchisees in Washington are not held responsible for the financial consequences of actions or misconduct committed by the party seeking indemnification. This offers a degree of protection to the franchisee, ensuring they are only liable for losses stemming from their own actions, not those of the franchisor or other indemnified parties.