What is the Cinnaholic franchisee required to do to protect the franchisor and its affiliates from losses related to the Internet Listing Agreement?
Cinnaholic Franchise · 2025 FDDAnswer from 2025 FDD Document
Franchisee agrees that it will indemnify, defend, and hold harmless Franchisor and its affiliates, and the directors, officers, shareholders, partners, members, employees, agents, and attorneys of Franchisor and its affiliates, and the successors and assigns of any and all of them, from and against, and will reimburse Franchisor and any and all of them for, any and all loss, losses, damage, damages, claims, debts, claims, demands, or obligations that are related to or are based on this Telephone Listing Agreement.
- 3.3 No Duty.
The powers conferred on Franchisor under this Telephone Listing Agreement are solely to protect Franchisor's interests and shall not impose any duty on Franchisor to exercise any such powers.
Franchisee expressly agrees that in no event shall Franchisor be obligated to accept the transfer of any or all of Franchisee's Interest in any or all such Telephone Numbers and Listings.
- 3.4 Further Assurances.
Franchisee agrees that at any time after the date hereof, it will perform such acts and execute and deliver such documents as may be necessary to assist in or accomplish the purposes of this Telephone Listing Agreement.
Source: Item 23 — RECEIPT (FDD pages 62–269)
What This Means (2025 FDD)
According to Cinnaholic's 2025 Franchise Disclosure Document, a franchisee must indemnify, defend, and hold harmless Cinnaholic and its affiliates, along with their respective directors, officers, shareholders, partners, members, employees, agents, and attorneys. This means the franchisee is responsible for protecting Cinnaholic from any loss, damage, claims, debts, demands, or obligations that arise from or are related to the Internet Listing Agreement. The franchisee must also reimburse Cinnaholic for any such losses or expenses.
Furthermore, the franchisee is responsible for all costs and expenses related to their performance or nonperformance, as well as Cinnaholic's enforcement of the Internet Listing Agreement. These costs must be paid to Cinnaholic in full, without any defense or setoff, upon demand. This highlights the franchisee's significant financial responsibility for any issues arising from the Internet Listing Agreement.
In practical terms, this means that if a third party brings a claim against Cinnaholic related to the franchisee's internet listings, the franchisee will be responsible for covering Cinnaholic's legal costs, any settlement amounts, and any other associated expenses. This is a standard indemnification clause, common in franchise agreements, designed to protect the franchisor from liabilities caused by the franchisee's actions. Prospective franchisees should carefully consider this obligation and ensure they have adequate insurance and legal counsel to manage these potential risks.