Under what conditions will Byrider indemnify and hold a Byrider franchisee harmless from claims?

According to Byrider's 2025 Franchise Disclosure Document, Byrider will indemnify and hold the franchisee harmless from claims under specific conditions. Byrider will protect the franchisee from claims and associated defense costs if the claims are caused by Byrider's gross negligence or willful misconduct. Indemnification also applies to claims arising from any mandatory specification, standard, or procedure in the Manual that is determined to be unlawful.

However, there are conditions that the franchisee must meet to receive this protection. The franchisee must provide Byrider with timely notice of any such claim or proceeding. Additionally, the franchisee must not be in default under the Franchise Agreement. Byrider also retains the right to participate in and control any litigation or proceeding if it deems necessary.

This indemnification clause is a significant protection for Byrider franchisees, shielding them from liabilities arising from Byrider's actions or requirements. However, franchisees must be diligent in providing timely notice of claims and ensuring they are not in default of the agreement to benefit from this provision. This type of clause is relatively standard in franchise agreements, but the specific conditions and limitations can vary.

It is important for prospective Byrider franchisees to carefully review this section of the Franchise Agreement with legal counsel to fully understand their rights and obligations regarding indemnification. Understanding these conditions ensures that franchisees can take appropriate actions to protect their interests and receive the intended benefits of the indemnification clause.