On what page of the Cicis FDD can I find information about the relationship of the parties and indemnification?
Cicis Franchise · 2025 FDDAnswer from 2025 FDD Document
[Item 23: RECEIPTS]
8. RELATIONSHIP OF THE PARTIES/INDEMNIFICATION.
A. INDEPENDENT CONTRACTORS.
This Agreement does not create a fiduciary relationship between you and us. You and we are and will be independent contractors, and nothing in this Agreement is intended to make either you or us a general or special agent, joint venturer, partner, or employee of the other for any purpose. You agree to identify yourself conspicuously in all dealings with customers, vendors, public officials, your personnel, and others as the owner of your business under a franchise we have granted and to place notices of independent ownership on the business cards, advertising, and other materials we periodically require.
You also acknowledge that you will have a contractual relationship only with us and may look only to us to perform under this Agreement. None of our Affiliates is a party to this Agreement and has no obligations under it. However, our Affiliate who is the owner of the Marks, you and we agree that such Affiliate will be a third-party beneficiary of those provisions in this Agreement relating to use of the Marks, with the independent right to enforce such provisions against you and to seek damages from you for your failure to comply with those provisions.
B. INDEMNIFICATION.
You agree to indemnify, defend, and hold harmless us, our affiliates, and our and their respective owners, managers, directors, officers, employees, agents, successors, and assignees (the "Indemnified Parties") against, and to reimburse any one or more of the Indemnified Parties for, all claims, obligations, and damages directly or indirectly arising out of: (i) the operation of the business you conduct under this Agreement, (ii) your breach of this Agreement, including, without limitation, those alleged to be caused by the Indemnified Party's negligence, and/or (iii) instituted by your employees, or by others that arise from your employment practices, unless (and then only
Source: Item 23 — RECEIPTS (FDD pages 65–263)
What This Means (2025 FDD)
According to the 2025 Cicis FDD, information regarding the relationship of the parties and indemnification can be found under Item 23, titled "RECEIPTS." Specifically, section 8 within this item addresses these topics. This section clarifies the independent contractor relationship between Cicis and its franchisees, and outlines the terms of indemnification.
The FDD states that the agreement does not establish a fiduciary relationship; franchisees are independent contractors, not agents or partners of Cicis. Franchisees must represent themselves as independent owners operating under a Cicis franchise. The document also specifies that the contractual relationship exists solely between the franchisee and Cicis, and that Cicis's affiliates have no obligations under the agreement, although an affiliate owning the trademarks is a third-party beneficiary regarding trademark use.
Furthermore, the franchisee agrees to indemnify Cicis, its affiliates, and their respective personnel against claims and damages arising from the franchisee's business operations or breach of the agreement. This indemnification covers claims caused by the Indemnified Party's negligence, unless the claims are due to the Indemnified Party's intentional misconduct. This section defines "claims" broadly to include all costs incurred in defending against any claim, including legal fees and other expenses, and remains in effect even after the agreement expires or terminates.