What does the Crepe De Licious Area Developer have to do to indemnify the Franchisor?
Crepe_De_Licious Franchise · 2025 FDDAnswer from 2025 FDD Document
Area Developer shall indemnify and hold Franchisor, Franchisor's owners and affiliates, and their respective officers, directors, and employees (the "Indemnitees") harmless against any and all causes of action, claims, losses, costs, expenses, liabilities, litigation, damages or other expenses (including, but not limited to, settlement costs and attorneys' fees) arising directly or indirectly from, as a result of, or in connection with Area Developer's operation of the business contemplated hereunder (notwithstanding any claims that the Indemnitees are or were negligent).
Area Developer agrees that with respect to any threatened or actual litigation, proceeding or dispute which could directly or indirectly affect any of the Indemnitees, the Indemnitees shall have the right, but not the obligation, in their discretion, to: (i) choose counsel, (ii) direct, manage and/or control the handling of the matter; and (iii) settle on behalf of the Indemnitees, and/or Area Developer, any claim against the Indemnitees.
All vouchers, canceled checks, receipts, receipted bills or other evidence of payments for any such losses, liabilities, costs, damages, charges or expenses of whatsoever nature incurred by any Indemnitee shall be taken as prima facie evidence of Area Developer's obligation hereunder.
Source: Item 22 — CONTRACTS (FDD page 57)
What This Means (2025 FDD)
According to Crepe De Licious's 2025 Franchise Disclosure Document, the Area Developer is responsible for protecting the Franchisor from any liabilities, costs, or claims that arise from the Area Developer's operation of the business. This means the Area Developer must cover any expenses the Franchisor incurs due to the Area Developer's actions. This obligation exists regardless of whether the Franchisor was allegedly negligent.
The Area Developer is obligated to cover all causes of action, claims, losses, costs, expenses, liabilities, litigation, damages, or other expenses, including settlement costs and attorney's fees, that arise directly or indirectly from the Area Developer's business operations.
Furthermore, in the event of any threatened or actual litigation or dispute that could affect the Franchisor, the Franchisor has the right to choose counsel, manage the handling of the matter, and settle any claims against the Franchisor, giving the Franchisor significant control over legal proceedings. The FDD states that vouchers, canceled checks, receipts, receipted bills, or other evidence of payments for any losses, liabilities, costs, damages, charges, or expenses incurred by the Franchisor will be considered evidence of the Area Developer's obligation to cover those costs.