Under what circumstances will Casiola indemnify a franchisee against legal action?
Casiola Franchise · 2024 FDDAnswer from 2024 FDD Document
ion or Transfer of this Agreement. Franchisor Indemnified Parties are not required or obligated to seek recovery from third parties or otherwise mitigate their respective losses in order to maintain a claim against Franchisee or any Owner. Franchisee and each of the Owners agree that Franchisor's failure to pursue recovery or mitigate loss in no way reduces the amounts recoverable from Franchisee or any Owner.
10.C. INDEMNIFICATION BY FRANCHISOR
Franchisor shall indemnify, defend, and hold Franchisee and Franchisee's officers, directors, shareholders, members, owners, partners, agents, representatives, independent contractors, employees, assigns and successors (the "Franchisee Indemnified Parties") harmless from all losses, expenses, claims, causes of action, lawsuits, liabilities, taxes, costs, demands, proceedings, investigations, hearings, and/or damages solely arising out of, or solely relating to, Franchisor's gross negligence in the operation of Franchisee's Casiola Business that was the direct cause of any such loss, expense, liability or damage provided Franchisee immediately notifies Franchisor of such claim, cause of action, lawsuit, demand, proceeding, investigation or hearing, and Franchisor shall pay all of the Franchisee Indemnified Parties' reasonable costs, fees and expenses of defending any such claim, cause of action, lawsuit, demand, proceeding, investigation, and/or hearing brought against any of the Franchisee Indemnified Parties or any such claim, cause of action, lawsuit, demand, proceeding, investigation, and/or hearing in which any of the Franchisee
Indemnified Parties is nam
Source: Item 23 — RECEIPTS (FDD pages 47–209)
What This Means (2024 FDD)
According to the 2024 Casiola Franchise Disclosure Document, Casiola will indemnify a franchisee under specific circumstances related to the franchisor's actions. Casiola will defend and hold the franchisee harmless from losses, expenses, claims, lawsuits, liabilities, taxes, costs, demands, proceedings, investigations, hearings, and/or damages. This protection applies only when these issues arise solely from Casiola's gross negligence in the operation of the franchisee's Casiola Business and are the direct cause of the loss, expense, liability, or damage.
For a Casiola franchisee to receive indemnification, they must immediately notify Casiola of any claim, cause of action, lawsuit, demand, proceeding, investigation, or hearing. Casiola will then cover the reasonable costs, fees, and expenses of defending the franchisee in such legal matters. These covered expenses include accountant fees, attorney fees, expert witness fees, court costs, deposition fees, travel expenses, and other litigation expenses.
This indemnification agreement survives the termination, expiration, or transfer of the Franchise Agreement, ensuring continued protection under these specific conditions even after the franchise relationship ends. This type of indemnification clause is relatively standard in franchise agreements, but the specific conditions, such as requiring gross negligence on the part of the franchisor, are important for a prospective franchisee to consider. Franchisees should be aware of the notification requirements and the types of expenses covered to ensure they can effectively utilize this protection if the need arises.