What is the scope of Byrider Franchising Partners' indemnification if a claim arises from any mandatory specification in the Byrider Manual?
Byrider Franchise · 2025 FDDAnswer from 2025 FDD Document
Byrider Franchising Partners will indemnify you against claims and for actual costs associated with defending or participating in a suit or proceeding that arises from your authorized use of the Marks or from Byrider Franchising Partners' gross negligence or willful misconduct or from any mandatory specification, standard or procedure contained in the Manual that is determined to be unlawful. To be indemnified and held harmless by Byrider Franchising Partners, you must give Byrider Franchising Partners timely notice of any suits or proceedings as described above that are pending against you, and you must be in compliance with the Franchise Agreement. Byrider Franchising Partners has the right to participate in and control the suit, proceeding or litigation to the extent Byrider Franchising Partners considers necessary. (Franchise Agreement Article 11.3).
Source: Item 11 — (FDD pages 42–50)
What This Means (2025 FDD)
According to Byrider's 2025 Franchise Disclosure Document, Byrider Franchising Partners will indemnify franchisees against claims and for actual costs associated with defending or participating in a suit or proceeding. This indemnification applies if the claim arises from the franchisee's authorized use of Byrider's Marks, from Byrider Franchising Partners' gross negligence or willful misconduct, or from any mandatory specification, standard, or procedure contained in the Manual that is determined to be unlawful.
To be eligible for indemnification and to be held harmless by Byrider Franchising Partners, the franchisee must provide Byrider Franchising Partners with timely notice of any pending suits or proceedings. Additionally, the franchisee must be in compliance with the Franchise Agreement.
Byrider Franchising Partners retains the right to participate in and control the suit, proceeding, or litigation to the extent it deems necessary. This means that while Byrider provides indemnification, they also maintain control over the legal proceedings to protect their interests and brand.