What does a Dermani Medspa franchisee agree to do to protect Dermani Medspa from losses related to the agreement or the operation of the Medspa?
Dermani_Medspa Franchise · 2025 FDDAnswer from 2025 FDD Document
11.3. Indemnification.
- 11.3.1. You agree to indemnify, defend, and hold harmless 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 the Franchised Business's operation and/or any operations of the dermani MEDSPA®s you manage, the business you conduct under this Agreement, or your breach of this Agreement, unless the claims, obligations, or damages are determined to be caused solely by our gross negligence or willful misconduct in a final, unappealable ruling issued by a court of competent jurisdiction.
- 11.3.2. Each Indemnified Party may defend any claim against it at your expense and agree to settlements or take any other remedial, corrective, or other actions. We have the right to designate attorneys that you must retain to defend any claims subject to this indemnification provision. This indemnity will continue in full force and effect subsequent to and notwithstanding this Agreement's expiration or termination.
- 11.3.3. An Indemnified Party need not seek recovery from any insurer or other third party, or otherwise mitigate their losses and expenses, in order to maintain and recover fully a claim against you under this subparagraph. You agree that a failure to pursue a recovery or
mitigate a loss will not reduce or alter the amounts that an Indemnified Party may recover from you under this subparagraph.
Source: Item 23 — RECEIPTS (FDD pages 66–311)
What This Means (2025 FDD)
According to the 2025 Dermani Medspa Franchise Disclosure Document, franchisees must indemnify, defend, and hold harmless the franchisor (referred to as Indemnified Parties) from claims, obligations, and damages that arise directly or indirectly from the operation of the franchised business or any Dermani Medspa locations they manage. This also applies to the business conducted under the Franchise Agreement or any breach of the agreement by the franchisee. However, this obligation does not apply if the claims, obligations, or damages are determined to be caused solely by the gross negligence or willful misconduct of Dermani Medspa in a final, unappealable court ruling.
Furthermore, the franchisee is responsible for reimbursing the Indemnified Parties for all claims, obligations, and damages. Each Indemnified Party has the right to defend any claim at the franchisee's expense and can agree to settlements or take other corrective actions. Dermani Medspa retains the right to designate the attorneys that the franchisee must hire to defend claims subject to this indemnification provision. This indemnification remains in effect even after the Franchise Agreement expires or terminates.
The Indemnified Party is not required to seek recovery from any insurer or third party or mitigate their losses before making a claim against the franchisee. The franchisee agrees that failing to pursue recovery or mitigate a loss will not reduce the amounts that the Indemnified Party can recover from them under this agreement. This means a Dermani Medspa franchisee bears significant financial responsibility for any issues arising from their business operations, unless Dermani Medspa is directly at fault due to gross negligence or willful misconduct.