Under what circumstances will Buns On Fire indemnify a franchisee against damages?
Buns_On_Fire Franchise · 2025 FDDAnswer from 2025 FDD Document
on Fire" name or any other of the Marks in the area in which Franchisee is doing business or in another area or areas, Franchisee shall so use any of Franchisor's other Marks in such a way and at Franchisor's discretion in order to avoid a continuing conflict.
3.16 Indemnification by Franchisor
The Franchisor agrees to indemnify Franchisee against, and to reimburse Franchisee for, all direct damages, excluding consequential, punitive, or special damages, for which Franchisee is held liable in any proceeding in which Franchisee's use of any Mark pursuant to and in compliance with this Agreement is held to constitute trademark infringement, unfair competition or dilution, and for all costs reasonably
incurred by Franchisee in the defense of any such claim brought against him or in any such proceedings in which he is named as a party, provided that Franchisee has timely notified the Franchisor of such claim or proceedings, has otherwise complied with this Agreement and has tendered complete control of the defense of such to the Franchisor. If the Franchisor defends such claims, the Franchisor shall have no obligation to indemnify or reimburse Franchisee with respect to any fees or disbursements of any attorney retained by Franchisee.
3.17 Identification of Franchisee
During the term of this Agreement and any renewal or extension hereof, Franchisee shall identify itself as the owner of the Franchised Business in conjunction with any use of the Marks, including, but not limited to, on invoices, order forms, receipts, business stationery, contracts with all third parties or entities, as well as the display of such notices in such content and form at such conspicuous locations as the Franchisor may designate in writing. Further, Franchisee shall ensure that all its employees understand that they are employees of Franchisee and have no relationship, employment or otherwise, with the Franchisor.
ARTICLE IV TERM AND RENEWAL
4.1 Initial Term
Except as otherwise provided in this Agreement, the initial term of this franchise shall be for a period commencing upon the execution of this Agreement (the "Initial Term") and conclude on the ten (10) year anniversary of the execution date of this Agreement.
Source: Item 23 — RECEIPTS (FDD pages 49–200)
What This Means (2025 FDD)
According to the 2025 Buns On Fire Franchise Disclosure Document, Buns On Fire will indemnify a franchisee against direct damages, excluding consequential, punitive, or special damages, if the franchisee is held liable in a proceeding where their use of the Buns On Fire marks, in compliance with the franchise agreement, is found to constitute trademark infringement, unfair competition, or dilution. Buns On Fire will also reimburse the franchisee for all costs reasonably incurred in defending against such claims.
However, this indemnification is contingent upon the franchisee promptly notifying Buns On Fire of any such claim or proceedings, complying with all terms of the franchise agreement, and tendering complete control of the defense to Buns On Fire. If Buns On Fire assumes the defense, they are not obligated to cover the fees or disbursements of any attorney retained separately by the franchisee.
In addition, the franchisee agrees to indemnify and hold Buns On Fire harmless for the franchisee's failure to comply with providing written notice to Buns On Fire whenever the franchisee has received a bona fide offer from a third party to buy the franchisee's business. This notice must be given within 15 days of receipt of the offer. The franchisee also agrees to indemnify Buns On Fire for any claims, losses, costs, expenses, liabilities, compliance costs, and damages related to the franchisee's compliance with the Americans with Disabilities Act (ADA).