In the Fly Fitness franchise agreement, what is the franchisee required to do to hold the Fly Fitness Indemnitees harmless?
Fly_Fitness Franchise · 2024 FDDAnswer from 2024 FDD Document
onal insureds, although named as insureds, shall nevertheless be entitled to recover under such policies on any loss caused by Franchisee or Franchisee's servants, agents, or employees.
- 15.6 Indemnification. TO THE FULLEST EXTENT PERMITTED BY LAW, FRANCHISEE AGREES TO EXONERATE AND INDEMNIFY AND HOLD HARMLESS FLY FITNESS FRANCHISE, L.L.C., FLY HOLDINGS, LLC, LICENSOR, AND ANY OF THESE COMPANIES' PARENT COMPANY, SUBSIDIARIES, DIVISIONS, AFFILIATES, SUCCESSORS, ASSIGNS AND DESIGNEES AS WELL AS THEIR DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SHAREHOLDERS, SUCCESSORS, DESIGNEES AND REPRESENTATIVES (COLLECTIVELY REFERRED TO AS THE "FLY FITNESS INDEMNITEES"), FROM ALL CLAIMS BASED UPON, ARISING OUT OF, OR IN ANY WAY RELATED TO THE OPERATION, CONDITION, OR ANY PART OF FRANCHISEE'S FLY FITNESS FRANCHISE, THE FRANCHISED BUSINESS, THE PRODUCTS, THE PREMISES, OR ANY ASPECT OF THE REAL ESTATE CONNECTED TO FRANCHISEE'S FRANCHISED BUSINESS, WHETHER CAUSED BY FRANCHISEE, FRANCHISEE'S AGENTS OR EMPLOYEES, OR ARISING FROM FRANCHISEE'S ADVERTISING OR BUSINESS PRACTICES. FRANCHISEE AGREES TO PAY FOR ALL THE FLY FITNESS INDEMNITEES' LOSSES, EXPENSES (INCLUDING, BUT NOT LIMITED TO ATTORNEYS' FEES) OR CONCURRENT OR CONTRIBUTING LIABILITY INCURRED IN CONNECTION WITH ANY ACTION, SUIT, PROCEEDING, INQUIRY (REGARDLESS OF WHETHER THE SAME IS REDUCED TO JUDGMENT OR DETERMINATION), OR ANY SETTLEMENT THEREOF FOR THE INDEMNIFICATION GRANTED BY FRANCHISEE HEREUNDER.
Source: Item 22 — CONTRACTS (FDD pages 44–45)
What This Means (2024 FDD)
According to Fly Fitness's 2024 Franchise Disclosure Document, franchisees agree to hold the Fly Fitness Indemnitees harmless from claims related to the operation of the Fly Fitness franchise. This includes claims arising from the franchised business, products, premises, or any aspect of the real estate connected to the franchised business, as well as the franchisee's advertising or business practices. This indemnification extends to claims caused by the franchisee, their agents, or employees.
To hold the Fly Fitness Indemnitees harmless, the franchisee must pay for all losses and expenses, including attorneys' fees, incurred by the Fly Fitness Indemnitees in connection with any action, suit, proceeding, or inquiry related to the indemnification. This includes any concurrent or contributing liability, regardless of whether it results in a judgment or determination.
In practice, this means that if a customer or other third party brings a claim against Fly Fitness related to the franchisee's operations, the franchisee will be responsible for covering Fly Fitness's legal costs and any resulting damages or settlements. This is a significant obligation for the franchisee and highlights the importance of maintaining adequate insurance coverage and adhering to Fly Fitness's standards and procedures to minimize the risk of claims.