What page number in the Chatime Franchise Agreement discusses Indemnity and Limitation of Liability for Chatime?
Chatime Franchise · 2025 FDDAnswer from 2025 FDD Document
[Item 23: Receipts]
9.8 Disgorgement
In addition to all other remedies and rights of Franchisor under this Agreement, if any of Franchisee, Guarantor, or their Interested Parties breaches clause 9.2 or 9.3, Franchisee must account for and pay to Franchisor all compensation, profits, monies, accruals, increments, or other benefits derived or received as a result of any such breach.
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, the section discussing Indemnity and Limitation of Liability is found under clause 10 of Item 23. Specifically, clause 10.1 outlines the indemnity, detailing that the franchisee must indemnify Chatime Group against losses, liabilities, legal costs, and expenses arising from breaches of the agreement, injuries or property loss on the premises, franchisee taxes, negligence, and inaccurate representations. Clause 10.2 addresses the limitation of liability, stating that, to the extent permitted by law, Chatime will have no liability in relation to certain matters.
This section of the Franchise Agreement is important for prospective franchisees as it clarifies the extent to which they are responsible for covering Chatime's losses or liabilities. The indemnity clause places a significant responsibility on the franchisee to protect Chatime from potential legal and financial risks associated with the operation of the franchise.
The limitation of liability clause, on the other hand, aims to protect Chatime from certain liabilities, but the exact scope of this protection is subject to legal limitations. Franchisees should carefully review these clauses with a legal professional to fully understand their obligations and potential risks. Understanding these clauses is essential for assessing the overall risk and reward profile of investing in a Chatime franchise.