factual

Who are considered the 'Indemnified Parties' that Southern Steer franchisees must indemnify?

Southern_Steer Franchise · 2025 FDD

Answer from 2025 FDD Document

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  • (a) Scope. The Franchisor and its Affiliates and their respective employees, Executive Management, shareholders, members, Owners, directors, officers, attorneys, accountants and agents (individually and collectively, the "Indemnified Parties") will not be obligated to any person or Entity for any Damages arising out of, from, in connection with, relating to, or as a result of the Franchisee's negligence, the Franchisee's wrongdoing, the Franchisee's breach of this Agreement, or the operation of the Franchisee's Southern Steer Business. The Franchisee will indemnify and hold harmless the Indemnified Parties against, and will reimburse the Indemnified Parties for, all Damages that the Indemnified Parties incur in the defense of or as a result of any Claim brought against the Indemnified Parties arising from, in connection with, arising out of, relating to, or as a result of the Franchisee's negligence, the Franchisee's wrongdoing, the Franchisee's breach of this Agreement or the operation of the Franchisee's Southern Steer Business.

Source: Item 22 — ITEM. 22 CONTRACTS (FDD pages 61–168)

What This Means (2025 FDD)

According to Southern Steer's 2025 Franchise Disclosure Document, the Indemnified Parties include the Franchisor and its Affiliates, along with their respective employees, Executive Management, shareholders, members, Owners, directors, officers, attorneys, accountants, and agents. Franchisees are obligated to indemnify and hold harmless these Indemnified Parties against any Damages they incur while defending against or as a result of any Claim brought against them. This indemnification extends to claims arising from the franchisee's negligence, wrongdoing, breach of the Franchise Agreement, or the operation of their Southern Steer Business.

This means that as a Southern Steer franchisee, you are financially responsible for covering the legal costs and damages incurred by the Indemnified Parties if a claim is made against them due to your actions or the way you run your franchise. This responsibility is broad, covering various potential issues, including personal injury, property damage, failure to comply with laws, and breaches of the Franchise Agreement. The franchisee's obligation to indemnify the Indemnified Parties applies regardless of whether an Indemnified Party is required to take any action under any state or federal law.

Southern Steer franchisees must also secure insurance policies that name the Franchisor and its Indemnified Parties as additional insureds. These policies must protect against any liability that may arise from the franchisee's ownership, maintenance, or operation of the Southern Steer Business. Furthermore, franchisees must ensure that their suppliers and independent contractors also maintain insurance policies that protect the franchisee, the franchisor, and their respective Executive Management, agents, and employees from any loss, liability, claim, or expense resulting from the supplier's or contractor's negligence or wrongdoing.

This indemnification clause is a standard practice in franchising, designed to protect the franchisor from liabilities arising from the franchisee's operations. However, it places a significant financial burden on the franchisee, who must be diligent in operating their business and complying with all applicable laws and the Franchise Agreement to minimize the risk of claims. Prospective franchisees should carefully review the indemnification clause and understand the scope of their responsibilities before investing in a Southern Steer franchise.

Disclaimer: This information is extracted from the 2025 Franchise Disclosure Document and is provided for research purposes only. It does not constitute legal or financial advice. Consult with a franchise attorney before making any investment decisions.