Who is included in the group that a Floors To Go franchisee must indemnify and hold harmless?
Floors_To_Go Franchise · 2025 FDDAnswer from 2025 FDD Document
You agree to indemnify and hold us harmless from and against, and reimburse us for any and all claims, demands, losses, damages, judgments, orders, decrees, actions, lawsuits, proceedings, costs, liabilities, and expenses (including, but not limited to, reasonable attorneys' fees and costs of suit) of whatever kind or character (collectively "Claims"), on account of any actual or alleged loss, injury, or damage to any person, firm, or corporation, or to any property, arising out of or in connection with the membership, your Showroom, any and all claims of your Showroom customers, or the exercise or purported exercise by you of your rights hereunder, except the foregoing does not apply to: (i) Claims caused by our negligence; or (ii) the negligence of our employees, agents, or independent contractors; (iii) any Claims for which we have indemnified you pursuant to Section 4; or (iv) claims arising out of your proper reliance on or use of procedures or materials provided by us. This indemnification shall survive the termination of this Agreement.
Source: Item 23 — RECEIPTS (FDD pages 47–204)
What This Means (2025 FDD)
According to the 2025 Floors To Go Franchise Disclosure Document, a franchisee must indemnify and hold Floors To Go harmless. This means the franchisee agrees to protect Floors To Go from any claims, demands, losses, damages, judgments, orders, decrees, actions, lawsuits, proceedings, costs, liabilities, and expenses, including attorney's fees, that arise due to certain events. These events include any actual or alleged loss, injury, or damage to any person, firm, or corporation, or to any property, arising out of or in connection with the membership, the franchisee's Showroom, any and all claims of the franchisee's Showroom customers, or the exercise or purported exercise by the franchisee of their rights under the agreement.
However, this obligation to indemnify Floors To Go does not apply in certain situations. Specifically, the franchisee is not required to indemnify Floors To Go for claims caused by Floors To Go's negligence, the negligence of Floors To Go's employees, agents, or independent contractors, any claims for which Floors To Go has indemnified the franchisee, or claims arising out of the franchisee's proper reliance on or use of procedures or materials provided by Floors To Go. This indemnification obligation survives the termination of the Franchise Agreement, meaning it continues even after the franchise relationship ends.
In essence, the franchisee bears the responsibility for protecting Floors To Go from liabilities arising from the franchisee's business operations, but Floors To Go remains responsible for its own actions and liabilities. This is a common arrangement in franchising, where the franchisee operates the business and is therefore responsible for its day-to-day operations and customer interactions, while the franchisor provides the brand, system, and support.