What are the Buildingstars restrictions on the franchisee's business location (Item 12) and how does this relate to the franchisee's obligations regarding indemnification (Item 9)?
Buildingstars Franchise · 2025 FDDAnswer from 2025 FDD Document
To the fullest extent permitted by law, FRANCHISEE, for itself and its owners, employees, agents, officers, directors, members, managers, parents, subsidiaries, affiliates, successors and assigns ("Indemnitors"), agree, at their sole cost and expense, to indemnify, defend and hold harmless, and to reimburse on demand BUILDINGSTARS and all entities related to BUILDINGSTARS and their respective shareholders, directors, officers, members, managers, employees agents, partners, attorneys, licensees, affiliates successors and assigns ("Indemnified Parties") for and against any and all damages, losses, liabilities, bodily injury, property damage, obligations, penalties, fines, claims, litigation, demands, defenses, judgments, suit proceedings, administrative orders, consent agreements, costs, disbursements or expenses of any kind or any nature whatsoever, including without limitation, reasonable attorneys' and expert fees and disbursements arising out of or related to or in any way arising out of the acts or omissions of any Indemnitor, including without limitation (i) any act or omission, negligent or otherwise, of the Indemnitors or anyone directly or indirectly employed by them or anyone for whom they may be
liable relative to the Business; (ii) any breach by the Indemnitors of any term or provision of this Agreement; and (iii) the cost, including, but not limited to reasonable attorney's fees, of enforcing this indemnification provision. The obligations of Indemnitors are joint and several.
This indemnification shall not be construed to indemnify an Indemnified Party to the extent such indemnification is prohibited by law, including, an indemnification of any Indemnified Party from its own negligence, if prohibited by law. To the extent indemnification of any party hereunder would be prohibited by law, this provision shall not apply to such party with respect to such otherwise indemnifiable act but shall continue to be effective as to all other parties with respect to whom indemnification is not prohibited by applicable law.
What This Means (2025 FDD)
Based on the 2025 Buildingstars Franchise Disclosure Document, there is no information provided regarding restrictions on the franchisee's business location in Item 12. However, Item 22 discusses the franchisee's obligation to indemnify Buildingstars. The franchisee, along with their owners, employees, and affiliates, agrees to indemnify, defend, and hold harmless Buildingstars and its related entities from any damages, losses, liabilities, bodily injury, property damage, or expenses arising from their acts or omissions related to the Buildingstars business. This includes any negligence, breach of the franchise agreement, or costs associated with enforcing the indemnification provision. The franchisee's obligations are joint and several.
This indemnification clause means that a Buildingstars franchisee could be held financially responsible for a wide range of issues, including lawsuits, property damage, or injuries caused by the franchisee's actions or the actions of their employees. This responsibility extends to covering Buildingstars' legal fees and other expenses related to defending against such claims. The FDD states that this indemnification will not apply to the extent that it is prohibited by law, including indemnification of Buildingstars from its own negligence, if prohibited by law.
It is important for a prospective Buildingstars franchisee to understand the full scope of this indemnification obligation and to consult with a legal professional to assess the potential risks. Franchisees should also ensure they have adequate insurance coverage to protect themselves against potential claims. The franchisee should clarify with Buildingstars what specific types of claims or liabilities are most likely to arise in their territory and what steps they can take to minimize their risk of exposure.