Who has the right to defend a claim against Floyds 99 for which a franchisee is obligated to indemnify?

According to Floyds 99's 2025 Franchise Disclosure Document, the franchisor has the right to defend any claim against it for which a franchisee is obligated to provide indemnification. This means that if a franchisee's actions or omissions lead to a claim against Floyds 99, and the franchisee is required to cover the costs and damages resulting from that claim, Floyds 99 has the authority to manage the legal defense.

This right is significant because it allows Floyds 99 to control the legal strategy and protect its brand and reputation. Even though the franchisee is ultimately responsible for the financial burden of the claim, Floyds 99 can ensure that the defense aligns with its overall interests and standards. This control extends to choosing legal counsel, determining settlement strategies, and making other critical decisions related to the defense of the claim.

For a prospective Floyds 99 franchisee, this clause highlights the importance of understanding the scope of their indemnification obligations. It also underscores the need to operate their franchise in a manner that minimizes the risk of claims that could trigger this obligation. While the franchisee is responsible for covering the costs, Floyds 99's control over the defense means that the franchisee must cooperate and comply with the franchisor's decisions regarding the legal strategy. Franchisees should seek legal counsel to fully understand their responsibilities and potential liabilities under the indemnification clause.