VIEWS: 33 PAGES: 3 CATEGORY: Legal Forms POSTED ON: 5/19/2010
Prepare an Indemnity Agreement for a Franchise Sublease with this template form for USA franchises. - The Agreement is between the franchisor and a principal of the franchisee, as indemnifying party. - The indemnifying party is providing the indemnity as an inducement to get the franchisor to enter into a sublease with the franchisee. - The indemnifying party will make any payments, perform any obligations, and indemnify the franchisor against loss or damages arising out of the franchisee's failure to pay or perform its obligations under the sublease. - The indemnity is absolute and unconditional and unaffected by any extension of time, waiver, consent, assignment or amendment of the sublease. - In the event of any default, the indemnifying party waives any right to require the franchisor to proceed against the franchisee or to pursue any other remedy it has. This USA Indemnity Agreement for Franchise Sublease is available in MS Word format, and is fully editable to fit your specific circumstances.
INDEMNITY AGREEMENT THIS AGREEMENT dated the __________ day of ____________, ______________ BETWEEN: (INSERT NAME OF FRANCHISOR), a corporation incorporated under the laws of the State of _________, (the "Lessor") OF THE FIRST PART; -and- _________________________________ of the _________________ of ________________________, in the State of _____________________. (the "Indemnifier") OF THE SECOND PART. In order to induce the Lessor to enter into the attached sublease (the "Sublease") dated the ________ day of ___________, _________________, and made between the Lessor and ____________________________________, as Sublessee (the "Sublessee"), and for other good and valuable consideration, the Indemnifier hereby makes the following indemnity and agreement (the "Indemnity") with and in favor of the Lessor: 1. The Indemnifier hereby agrees with the Lessor that at all times during the Term and any extension or renewal of the Sublease he will (a) make the due and punctual payment of all Charges and other amounts of any kind whatsoever payable under the Sublease by the Sublessee whether to the Lessor or otherwise; (b) effect prompt and complete performance of all and singular the terms, covenants and conditions contained in the Sublease on the part of the Sublessee to be kept, observed and performed; and (c) indemnify and save harmless the Lessor from any loss, costs or damages arising out of any failure by the Sublessee to pay the aforesaid Charges or other amounts due under the Sublease or resulting from any failure by the Sublessee to observe or perform any of the terms, covenants and conditions contained in the Sublease. 2. This Indemnity is absolute and unconditional and the obligations of the Indemnifier shall not be released, discharged, mitigated, impaired or affected by (a) any extension of time, indulgences or modifications which the Lessor extends to or makes with the Sublessee in respect of the performance of any of the obligations of the Sublessee under the Sublease; (b) any waiver by or failure of the Lessor to enforce any of the terms, covenants and conditions contained in the Sublease; (c) any assignment of the Sublease by the Sublessee or by any trustee, receiver or -2- liquidator; (d) any consent which the Lessor gives to any such Transfer; (e) any amendment to the Sublease or any waiver by the Sublessee of any of its rights under the Sublease; or (f) the expiration of the Term. 3. The Indemnifier hereby expressly waives notice of the acceptance of this Indemnity and all notice of non-performance, non-payment or non-observance on the part of the Sublessee of the terms, covenants and conditions contained in the Sublease. Without limiting the generality of the foregoing, any notice or demand which the Lessor desires to give to the Indemnifier shall be in writing and shall be sufficiently given if delivered personally to the Indemnifier or if mailed by registered mail, postage prepaid, addressed to the Indemnifier at the Premises, and every such notice is deemed conclusively to have been received when so delivered personally, or if mailed, seventy-two (72) hours after 12:01 a.m. on the date of mailing thereof; provided that if any such notice or demand shall have been mailed and if regular mail service shall be interrupted by strike or other irregularity before the deemed receipt thereof as aforesaid, then such notice or demand shall be effective only if delivered as aforesaid. The Indemnifier may designate by notice in writing a substitute address. If two or more persons are named as Indemnifier, any notice given hereunder or under the Sublease shall be sufficiently given if delivered or mailed in the foregoing manner to any one such persons. 4. In the event of a default under the Sublease or under this Indemnity, the Indemnifier waives any right to require the Lessor (a) to proceed against the Sublessee or pursue any rights or remedies against the Sublessee with respect to the Sublease, (b) to proceed against or exhaust any security of the Sublessee held by the Lessor, or (c) to pursue any other remedy whatsoever in the Lessor's power. The Lessor has the right to enforce this Indemnity regardless of the acceptance of additional security from the Sublessee and regardless of any release or discharge of the Su
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