What losses are Focus Cfo franchisees required to indemnify Focus Cfo Indemnitees against?
Focus_Cfo Franchise · 2025 FDDAnswer from 2025 FDD Document
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 FDD, Focus Cfo franchisees must indemnify Focus CFO Indemnitees against all losses, damages, fines, costs, expenses, or liabilities. These include reasonable attorneys' fees, investigation costs, expert fees and disbursements, arbitration and litigation costs, court costs, settlement amounts, judgments, and compensation for damages to Focus CFO's reputation and goodwill. These are incurred in connection with any action, suit, demand, claim, investigation, or proceeding, or any settlement thereof, arising from specific actions or breaches by the franchisee.
The franchisee's indemnification obligations stem from several potential issues. These include any violation, breach, or asserted violation of federal, state, or local laws, regulations, or rules. It also covers the commission of a felony or acts involving fraud, embezzlement, or other criminal conduct. A material breach of any representation, warranty, covenant, or provision within the Franchise Agreement or any other agreement between the franchisee and Focus CFO can also trigger indemnification. Gross negligence or intentional acts, particularly those related to work performed for a Focus CFO client, are also included.
Furthermore, franchisees must indemnify Focus Cfo Indemnitees against losses arising from infringement or alleged infringement of a third party's intellectual property rights, such as patents, copyrights, trademarks, trade names, or trade secrets. This also extends to the misuse or disclosure of third-party confidential information. Finally, any behavior causing physical harm to an individual or property, or any coercive, threatening, abusive, exploitive, harassing, or otherwise inappropriate behavior in a workplace or professional environment, will require indemnification.
The obligations of the Focus Cfo franchisee and their Equity Owner survive the expiration or early termination of the Franchise Agreement, and their liabilities under this section are joint and several. Franchisees are required to provide Focus CFO with immediate notice (within 24 hours) of any action, suit, demand, claim, investigation, or proceeding that may lead to a claim for indemnification.