Where can I find the definition of 'Focus CFO Indemnitees' within the Focus Cfo Franchise Agreement?
Focus_Cfo Franchise · 2025 FDDAnswer from 2025 FDD Document
sexual, verbal or physical harassment) or which is otherwise inappropriate in a workplace or professional environment.
- 10.5. Franchisee Indemnification. Franchisee and Equity Owner shall hold harmless, defend and indemnify Focus CFO, any affiliate of Focus CFO, all employees, officers, directors, managers, members, franchisees, licensees, successors and assigns of Focus CFO and Focus CFO affiliates (collectively "Focus CFO Indemnitees") from and against all losses, damages, fines, costs, expenses or liabilities (including reasonable attorneys' fees, costs of investigation, expert fees and disbursements and all other costs of investigation, arbitration and/or litigation, court costs, settlement amounts, judgments, and compensation for damages to Focus CFO's reputation and goodwill) incurred in connection with any action, suit, demand, claim, investigation or proceeding, or any settlement thereof, which arises from or is based upon Franchisee's: (i) violation, breach or asserted violation of any federal, state or local law, regulation or rule; (ii) the commission of an act or omission involving a felony or involving fraud, embezzlement or other criminal conduct; (iii) material breach of any representation, warranty, covenant or provision of this Agreement or any other agreement between Franchisee and Focus CFO; (iv) gross negligence or intentional acts, especially related to work performed for a Focus CFO client, (v) infringement or alleged infringement, of a third party's patent, copyright, trademark, tradename, trade secrets or other intellectual property or the misuse or disclosure of third party confidential information or (vi) any behavior causing physical harm to an individual or property or behavior which is coercive, threatening, abusive, exploitive, harassing (including sexual, verbal or physical harassment) or which is otherwise inappropriate in a workplace or professional environment. The obligations of Franchisee and Equity Owner in this Section shall expressly survive the expiration or early termination of this Agreement. Furthermore, Franchisee and Equity Owner agree that their obligations and liabilities under this Section are joint and several.
- 10.6. Notice. Franchisee shall give Focus CFO immediate notice (within 24 hours) of any such action, suit, demand, claim, investigation or proceeding that may give rise to a claim for indemnification.
Source: Item 23 — Receipts (FDD pages 37–126)
What This Means (2025 FDD)
According to the 2025 Focus Cfo Franchise Disclosure Document, the definition of "Focus CFO Indemnitees" can be found in Section 10.5 of the Franchise Agreement. This section outlines the franchisee's obligation to indemnify Focus Cfo and its affiliates.
"Focus CFO Indemnitees" is defined as Focus CFO, any affiliate of Focus CFO, and all employees, officers, directors, managers, members, franchisees, licensees, successors, and assigns of Focus CFO and its affiliates. This means the franchisee is responsible for protecting a wide range of individuals and entities associated with the Focus Cfo brand.
The franchisee is required to hold harmless, defend, and indemnify the Focus CFO Indemnitees against all losses, damages, fines, costs, expenses, or liabilities. These include attorney's fees, investigation costs, expert fees, court costs, settlement amounts, judgments, and compensation for damage to Focus CFO's reputation and goodwill. This indemnification obligation arises from any action, suit, claim, investigation, or proceeding based upon the franchisee's violation of laws, criminal conduct, breach of the Franchise Agreement, gross negligence, infringement of intellectual property, or any behavior causing harm or being inappropriate in a professional environment.
This section emphasizes that the obligations of the franchisee and their Equity Owner survive the termination or expiration of the Franchise Agreement and that their liabilities are joint and several. The franchisee must also provide Focus CFO with immediate notice (within 24 hours) of any action that may lead to a claim for indemnification.