What page in the Chatime FDD discusses indemnity and limitation of liability for Chatime franchisees?
Chatime Franchise · 2025 FDDAnswer from 2025 FDD Document
10 Indemnity and Limitation of Liability
10.1 Indemnity
- (1) Franchisee Parties indemnify Franchisor and each of its Affiliates (Chatime Group) against all:
- (a) Losses incurred by the Chatime Group;
- (b) Liabilities incurred by the Chatime Group; and
- (c) All Legal Costs and other Costs and expenses incurred by the Chatime Group in connection with a demand, action, arbitration, or other proceeding (including mediation, compromise, out of court settlement or appeal),
arising directly or indirectly as a result of or in connection with:
- (d) A breach by Franchisee Parties of this Agreement or any Collateral Agreement;
- (e) Any injury to, or loss of property of, any person in or on premises from which the business is conducted;
- (f) Franchisee's taxes, liabilities or Costs of The Franchised Business;
- (g) Any negligent or willful act or omission of Franchisee, its employees, agents, servants, or contractors; and
- (h) Any warranty, promise, or representation made by Franchisee Parties or any employee, agent, or other person acting on behalf of Franchisee Parties being incomplete, inaccurate, or misleading.
- (2) Franchisor's rights at law and under this Agreement, including its right to be indemnified under this clause, are not affected by:
- (a) Franchisor ending the Franchise or the termination of any Collateral Agreement;
- (b) Franchisor accepting Franchisee's repudiation of this Agreement or any related Agreement; or
- (c) Anything else.
10.2 Limitation of Liability
To the extent permitted by law, Franchisor will have no liability in relation to:
Source: Item 23 — Receipts (FDD pages 58–262)
What This Means (2025 FDD)
According to the 2025 Chatime Franchise Disclosure Document, Item 23 contains receipts and discusses indemnity and limitation of liability for Chatime franchisees. Specifically, clause 10.1 details the franchisee's indemnity obligations to Chatime and its affiliates, requiring the franchisee to protect Chatime from losses, liabilities, legal costs, and expenses arising from breaches of the franchise agreement, injuries or property loss on the premises, the franchisee's taxes or costs, negligence, or inaccurate representations. This means a Chatime franchisee could be responsible for covering Chatime's legal and financial burdens if the franchisee violates the agreement or causes harm to others.
Clause 10.2 outlines the limitation of liability, stating that Chatime will have no liability to the extent permitted by law. This suggests that Chatime aims to minimize its financial responsibility for certain issues that may arise during the franchise term.
These clauses are standard in franchise agreements, as they allocate risks and responsibilities between the franchisor and franchisee. Prospective Chatime franchisees should carefully review these sections with legal counsel to understand the full scope of their potential liabilities and the protections offered (or not offered) by Chatime.