Who is included in the definition of 'Management Indemnified Party' that the Degree Wellness Licensed Provider must indemnify?
Degree_Wellness Franchise · 2025 FDDAnswer from 2025 FDD Document
11.1 Licensed Provider agrees to defend, indemnify and hold harmless Management Company, Degree Wellness and their respective owners, directors, officers, employees, agents, successors, and assigns (each a "Management Indemnified Party"), from and against any and all claims, lawsuits, demands, actions, causes of action or other events, and for all costs and expenses incurred by the Management Indemnified Party in connection therewith, including without limitation actual and consequential damages, reasonable attorneys', accountants', and/or expert witness fees, cost of investigation and proof of facts court costs, other litigation expenses, and travel and living expenses, to the extent caused by, relating to or otherwise arising out of (1) the effects, outcomes and consequences of Licensed Provider's acts and omissions and the acts and omissions of Licensed Provider's employees, representatives and agents in connection with or relating to the provision of the Licensed Provider Services or the operation of the Studio, (2) any agreements, representations, or warranties Licensed Provider makes to third parties that are not expressly authorized under this Agreement, (3) any damages to any person or property directly or indirectly arising out of the performance of the Licensed Provider Services or the operation of the Studio, whether or not caused by Licensed Provider's negligent or willful action or failure to act or acts or omissions deemed to be professional malpractice, and/or (4) Licensed Provider's breach of any provision of this Agreement. Degree Wellness shall be deemed to be a third party beneficiary of all of the covenants contained in this Section 11.1.
Source: Item 20 — OUTLETS AND FRANCHISEE INFORMATION (FDD pages 63–66)
What This Means (2025 FDD)
According to Degree Wellness's 2025 Franchise Disclosure Document, a 'Management Indemnified Party' includes Management Company, Degree Wellness, and their respective owners, directors, officers, employees, agents, successors, and assigns. This means that as a Degree Wellness Licensed Provider, you are obligated to defend, indemnify, and hold harmless all of these individuals and entities from any claims, lawsuits, or other actions.
This indemnification extends to all costs and expenses incurred by the Management Indemnified Party, including damages, attorney's fees, accounting fees, expert witness fees, investigation costs, court costs, litigation expenses, and travel and living expenses. The obligation arises from events caused by or related to the Licensed Provider's actions or omissions, or those of their employees or agents, in connection with providing services or operating the studio. It also covers unauthorized agreements or warranties made to third parties, damages arising from the performance of services or studio operations, and any breach of the agreement by the Licensed Provider.
This requirement means that if a customer or other third party sues Degree Wellness or its related parties due to something that occurs at your franchise location, you, as the franchisee, are responsible for covering their legal costs and any damages awarded. This is a significant responsibility that could have substantial financial implications for the franchisee.
Degree Wellness is considered a third-party beneficiary of these indemnification covenants, giving them direct rights to enforce these provisions. This obligation remains in effect even after the agreement expires or is terminated, meaning potential liabilities could extend beyond the term of the franchise agreement.