Does the Kidokinetics Franchisor's right to defend a claim against it diminish the franchisee's obligation to indemnify the Indemnitees?
Kidokinetics Franchise · 2024 FDDAnswer from 2024 FDD Document
Franchisor has the right to defend any such claim against Franchisor in the manner Franchisor deems appropriate or desirable in Franchisor's discretion.
Such an undertaking by Franchisor will, in no manner or form, diminish Franchisee's and each of Franchisee's principals' obligations to indemnify the Indemnitees and to hold them harmless.
Source: Item 22 — CONTRACTS (FDD page 59)
What This Means (2024 FDD)
According to Kidokinetics's 2024 Franchise Disclosure Document, the franchisor's right to defend a claim against it does not diminish the franchisee's obligation to indemnify the Indemnitees. The FDD states that even if Kidokinetics chooses to defend a claim, the franchisee's responsibility to cover losses and protect the Indemnitees remains fully in effect.
This means that as a Kidokinetics franchisee, you are still responsible for covering claims, obligations, liabilities, and damages, even if Kidokinetics decides to handle the legal defense. This indemnification extends to claims arising from the franchisee's business operations, advertising, use of trademarks, and any infringement of proprietary rights.
The franchisee is responsible for all obligations, damages, and costs, including attorney fees and litigation expenses, reasonably incurred in the defense of any action. Franchisees must pay Kidokinetics immediately upon notice that Kidokinetics has undertaken action and the associated cost. This obligation to indemnify the Indemnitees remains even after the termination or expiration of the Franchise Agreement.