Are there any financial thresholds specified in the Hydrodog Assignment agreement related to indemnification?
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)
According to Hydrodog's 2025 Franchise Disclosure Document, the franchisee agrees to indemnify Hydrodog and its related parties. This means the franchisee is responsible for defending Hydrodog against claims and covering costs associated with those claims. These costs include all obligations, damages (actual, consequential, or otherwise), and costs reasonably incurred in the defense of any claim. This extends to 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.
The indemnification covers claims and liabilities arising from the Hydrodog business's operation, even if Hydrodog's negligence is alleged but not proven, or from the franchisee's breach of the Franchise Agreement. Hydrodog has the right to defend any claim against them, and this indemnification remains in effect even after the agreement expires or terminates.
The agreement specifies that Hydrodog or any other indemnified party is not required to seek recovery from any insurer or other third party to mitigate losses before making a claim against the franchisee. The franchisee's responsibility to cover these costs will not be reduced even if Hydrodog does not pursue other avenues of recovery. The Hydrodog Franchise Disclosure Document does not specify any financial thresholds related to indemnification.