Does the one-year claim limitation apply to claims for indemnification related to a Hydrodog franchise?
Hydrodog Franchise · 2025 FDDAnswer from 2025 FDD Document
- 18.4 Indemnification. You agree to indemnify, defend and hold harmless us, our affiliates, our parents, and our and our affiliates' and parents' respective shareholders, directors, officers, employees, agents, successors and assignees (the "Indemnified Party(ies)") against and to reimburse any one or more of the Indemnified Parties for all claims, obligations and damages described in this Section, any and all taxes described in this Agreement and any and all claims and liabilities directly or indirectly arising out of your HydroDog Business's operation (even if our negligence is alleged, but not proven) or your breach of this Agreement. For purposes of this indemnification, "claims" includes all obligations, damages (actual, consequential or otherwise) and costs reasonably incurred in the defense of any claim against any of the Indemnified Parties, including, without limitation, reasonable accountants', arbitrators', attorneys', paralegals' and expert witness fees, costs of investigation and proof of facts, court costs, other expenses of litigation, arbitration or alternative dispute resolution and travel and living expenses. We have the right to defend any such claim against us. This indemnity will continue in full force and effect subsequent to and notwithstanding the expiration or termination of this Agreement. Under no circumstances will we or any other Indemnified Party be required to seek recovery from any insurer or other third party, or otherwise to mitigate our, their or your losses and expenses, in order to maintain and recover fully a claim against you. You agree that a failure to pursue such recovery or mitigate a loss will in no way reduce or alter the amounts we or another Indemnified Party may recover from you.
Source: Item 23 — RECEIPTS (FDD pages 43–166)
What This Means (2025 FDD)
Based on the 2025 Hydrodog Franchise Disclosure Document, there is no mention of a one-year limitation on claims for indemnification. However, the franchisee agrees to indemnify, defend, and hold harmless Hydrodog, its affiliates, parents, shareholders, directors, officers, employees, agents, successors, and assignees against all claims, obligations, and damages. This includes taxes and liabilities arising from the franchisee's Hydrodog Business operation, even if Hydrodog's negligence is alleged but not proven. This indemnification continues even after the franchise agreement expires or terminates.
The franchisee is responsible for covering all costs associated with defending claims against Hydrodog, including accountant, arbitrator, attorney, paralegal, and expert witness fees, as well as investigation costs, court costs, and travel expenses. Hydrodog is not required to seek recovery from any insurer or third party to mitigate losses before making a claim against the franchisee. The franchisee's failure to pursue recovery or mitigate losses does not reduce the amounts Hydrodog may recover from them.
Since the FDD does not specify a time limit for indemnification claims, a prospective Hydrodog franchisee should seek clarification from the franchisor regarding any potential limitations on such claims. It would be prudent to understand the full scope and duration of their indemnification obligations to make an informed decision about investing in a Hydrodog franchise.