Does the Cicis indemnification obligation extend beyond the termination or expiration of the Franchise Agreement?
Cicis Franchise · 2025 FDDAnswer from 2025 FDD Document
All of our and your (and your owners') obligations which expressly or by their nature survive this Agreement's expiration or termination will continue in full force and effect subsequent to and notwithstanding its expiration or termination and until they are satisfied in full or by their nature expire, including, without limitation, all obligations relating to non-disparagement, noncompetition, non-interference, confidentiality, and indemnification.
Source: Item 23 — RECEIPTS (FDD pages 65–263)
What This Means (2025 FDD)
According to Cicis's 2025 Franchise Disclosure Document, certain obligations, including indemnification, survive the termination or expiration of the Franchise Agreement. Specifically, all obligations that expressly survive or by their nature are intended to survive the agreement's expiration or termination will continue in full force and effect. This continuation remains in place until these obligations are either fully satisfied or naturally expire.
For a prospective Cicis franchisee, this means that even after the franchise agreement ends, certain responsibilities, such as those related to indemnification, remain active. Indemnification typically involves compensating Cicis for losses or damages resulting from the franchisee's actions or inactions during the franchise term. The franchisee's duty to indemnify Cicis could persist well beyond the agreement's end date, depending on the nature of the claim and the terms of the agreement.
This extended obligation is common in franchising, as it protects the franchisor from liabilities that may arise from the franchisee's past operations. Franchisees should carefully review the specific indemnification clauses in the Cicis Franchise Agreement to understand the scope and duration of these continuing obligations. Understanding these post-termination responsibilities is crucial for managing potential long-term liabilities associated with the franchise.