Under what circumstances will Deer Solution indemnify the franchisee?
Deer_Solution Franchise · 2025 FDDAnswer from 2025 FDD Document
Franchisor shall indemnify, defend, and hold Franchisee and Franchisee's officers, directors, shareholders, members, owners, partners, agents, representatives, independent contractors, employees, assigns and successors (the "Franchisee Indemnified Parties") harmless from all losses, expenses, claims, causes of action, lawsuits, liabilities, taxes, costs, demands, proceedings, investigations, hearings, and/or damages solely arising out of, or solely relating to, Franchisor's gross negligence in the operation of Franchisee's Deer Solution Business that was the direct cause of any such loss, expense, liability or damage provided Franchisee immediately notifies Franchisor of such claim, cause of action, lawsuit, demand, proceeding, investigation or hearing, and Franchisor shall pay all of the Franchisee Indemnified Parties' reasonable costs, fees and expenses of defending any such claim, cause of action, lawsuit, demand, proceeding, investigation, and/or hearing brought against any of the Franchisee Indemnified Parties or any such claim, cause of action, lawsuit, demand, proceeding, investigation, and/or hearing in which any of the Franchisee Indemnified Parties is named as a party, including, without limitation, reasonable accountant fees, attorney fees, and expert witness fees, court costs, deposition fees, travel expenses and other litigation expenses provided Franchisee immediately notifies Franchisor of such claim, cause of action, lawsuit, demand, proceeding, investigation or hearing. Franchisor agrees that the terms of this Article 10.C. shall survive the termination, expiration or Transfer of this Agreement.
Source: Item 23 — RECEIPTS (FDD pages 55–246)
What This Means (2025 FDD)
According to Deer Solution's 2025 Franchise Disclosure Document, Deer Solution will indemnify a franchisee under specific circumstances related to the franchisor's actions. Deer Solution will indemnify, defend, and hold harmless the franchisee and their related parties from losses, expenses, claims, lawsuits, liabilities, taxes, costs, demands, proceedings, investigations, hearings, and/or damages. This indemnification applies only when these issues arise solely from Deer Solution's gross negligence in the operation of the franchisee's Deer Solution Business and this negligence is the direct cause of the loss, expense, liability, or damage.
For a franchisee to be eligible for indemnification, they must immediately notify Deer Solution of any such claim, lawsuit, demand, proceeding, investigation, or hearing. Deer Solution will then cover all reasonable costs, fees, and expenses for defending against these claims. This includes accountant fees, attorney fees, expert witness fees, court costs, deposition fees, travel expenses, and other litigation expenses. Again, the franchisee must immediately notify Deer Solution of any claim, lawsuit, demand, proceeding, or investigation to be eligible for coverage of these costs.
This indemnification agreement survives the termination, expiration, or transfer of the Franchise Agreement, providing continued protection under these specific conditions even after the franchise relationship ends. This type of indemnification is not uncommon in franchise agreements, as it aims to protect franchisees from liabilities directly resulting from the franchisor's actions or negligence, while also setting clear notification requirements for the franchisee to ensure the franchisor can respond appropriately.