What is the deadline for a Focalpoint Coaching franchisee to provide written notice of a potential indemnification claim?
Focalpoint_Coaching Franchise · 2025 FDDAnswer from 2025 FDD Document
Franchisee agrees to give Franchisor and the Indemnified Parties written notice of any action, suit, proceeding, claim, demand, inquiry or investigation that could be the basis for a claim for indemnification by any of the Indemnified Parties within three (3) days of Franchisee's actual or constructive knowledge of it. The Indemnified Parties shall have the right, in their sole discretion to: (i) retain counsel of their own choosing to represent them with respect to any claim; and (ii) control the response thereto and the defense thereof, including the right to enter into settlements or take any other remedial, corrective, or other actions. Franchisee agrees to give its full cooperation to the Indemnified Parties in assisting the Indemnified Parties with the defense of any such claim, and to reimburse the Indemnified Parties for all of their costs and expenses in defending any such claim, including court costs and reasonable attorneys' fees, within ten (10) days of the date of each invoice delivered by the Indemnified Parties to Franchisee enumerating such costs, expenses and attorneys' fees.
Source: Item 22 — Contracts (FDD pages 56–57)
What This Means (2025 FDD)
According to the 2025 Focalpoint Coaching Franchise Disclosure Document, a franchisee must provide written notice of any action that could lead to an indemnification claim within three days of gaining actual or constructive knowledge of it. This requirement ensures that Focalpoint Coaching and its associated Indemnified Parties are promptly informed of potential liabilities arising from the franchisee's business operations.
The notice requirement is triggered by any action, suit, proceeding, claim, demand, inquiry, or investigation that could form the basis of an indemnification claim. This broad definition means franchisees must be vigilant in reporting any potential issues, even if they seem minor. The franchisee's responsibility extends to matters related to the Franchised Business's operation, employment issues, the franchisee's conduct under the agreement, or any breach of the agreement by the franchisee.
This immediate notification allows Focalpoint Coaching to take control of the situation, including choosing legal counsel and managing the response and defense. The franchisee is obligated to fully cooperate with Focalpoint Coaching in defending any claim and must reimburse them for all costs and expenses, including court costs and reasonable attorney's fees, within ten days of receiving an invoice detailing these costs.