What are the cooperation requirements for the Moes Southwest Grill franchisee and the Indemnified Party in defending a claim?
Moes_Southwest_Grill Franchise · 2025 FDDAnswer from 2025 FDD Document
You or the Indemnified Party (as the case may be) shall keep you or the Indemnified Party (as the case may be) reasonably apprised of, and shall respond to any reasonable requests concerning, the status of the defense of any claim of which it is maintaining and shall cooperate in good faith with each other with respect to the defense of any such claim.
You shall not, without the prior written consent of the Indemnified Parties, (a) settle or compromise any claim or consent to the entry of any judgment with respect to any claim which does not include a written release from liability of such claim for the Indemnified Parties, or (b) settle or compromise any claim in any manner that may adversely affect the Indemnified
Source: Item 22 — Contracts (FDD page 92)
What This Means (2025 FDD)
According to Moe's Southwest Grill's 2025 Franchise Disclosure Document, both the franchisee and the Indemnified Party have specific cooperation requirements when defending a claim. The franchisee or the Indemnified Party, depending on who is managing the defense, must keep the other reasonably informed about the status of the defense and respond to reasonable requests. Both parties are expected to cooperate in good faith throughout the defense process.
Specifically, the Moes Southwest Grill franchisee cannot settle or compromise any claim without the prior written consent of the Indemnified Parties if the settlement does not include a written release from liability for the Indemnified Parties. Additionally, the franchisee cannot settle or compromise any claim in a way that may adversely affect the Indemnified Parties.
These stipulations ensure that both the franchisee and the Indemnified Parties are aligned in their defense strategy and that neither party takes actions that could harm the other's interests. This is a fairly standard clause in franchise agreements, intended to protect both parties from unilateral decisions that could have significant financial or legal repercussions.