How does the litigation described in Item 3 potentially impact the obligations of a 360 Painting franchisee as described in Item 9?
360_Painting Franchise · 2025 FDDAnswer from 2025 FDD Document
3: LITIGATION**
Pending Actions
360 Painting, LLC v. Glenn A. Misiph et. al. (U.S. District Court, Western District of Virginia, Case No. 3:22-cv-00056-NKM). On September 27, 2022, 360 Painting, LLC filed a Complaint against former franchisee Glenn A. Misiph and AASK Services, LLC, the former unauthorized operator for franchisee, alleging breach of contract, unjust enrichment and quantum meruit, and seeking injunctive relief arising from the former terminated franchisee's unauthorized use of 360 Painting's Marks on an unauthorized website and the posting of content on the unauthorized website, which impairs the goodwill associated with 360 Painting's Marks. In addition, 360 Painting alleges breach of the franchise agreement arising from the operation of the 360 Painting franchise through AASK Services, LLC, an entity not a party to the franchise agreement, which used 360 Painting's Marks and other business systems without authorization. 360 Painting then filed an Amended Complaint alleging breach of the franchise agreement, unjust enrichment, quantum meruit, tortious interference with contract, misappropriation of trade secrets under Virginia's Uniform Trade Secret Act, Defend Trade Secret Act violations, statutory conspiracy under VA. Code § 18.2-500 and civil conspiracy to tortiously interfere with contract. The parties then agreed to litigate these claims made by 360 Painting, LLC in Massachusetts as part of the litigation presently pending as Glenn Misiph et. al. v. 360 Painting, LLC et. al. (U.S. District Court, District of Massachusetts, Case No. 1:22-cv-11778-AK). In this matter, Glenn Misiph and AASK Services, LLC, filed a Complaint on October 18, 2022, against 360 Painting, LLC, Premium Service Brands, LLC, and Paul Flick alleging fraud, fraudulent inducement, negligent misrepresentation, and violations of the Massachusetts unfair business practices act arising from alleged pre-sale misrepresentations and omissions in 360 Painting's FDD, financial documents, other documents, and oral communications. Plaintiffs also allege breach of contract and breach of the implied duty of good faith and fair dealing arising from 360 Painting's alleged failure to provide services, failure to account for and use the marketing fund, and improper termination of Plaintiffs' franchise. Plaintiffs seek rescission of the franchise agreement, return of the $54,000 initial franchise fee and all other payments made by Plaintiffs, $217,999 in compensatory damages, treble damages, and attorneys' fees. On November 13, 2023, 360 Painting filed its counterclaims against Plaintiffs, alleging breach of the franchise agreement, unjust enrichment, quantum meruit, tortious interference with contract, trade secret misappropriation, violations of the Defend Trade Secrets Act, statutory business conspiracy, and common law conspiracy. 360 Painting's counterclaim complaint sought
compensatory damages of no less than $75,000, treble damages, punitive damages, and injunctive relief against the Plaintiffs. On December 22, 2023, 360 Painting filed its First Amended Counterclaims alleging substantially the same causes of action against Plaintiffs. The parties filed motions to dismiss one another's claims, which were heard by the Court on August 14, 2024. On August 16, 2024, the Court ruled on the motions and permitted the case to proceed on the claims filed by Plaintiffs, and the trade secret claims alleged by 360 Painting. The parties are presently exchanging discovery in advance of trial. 360 Painting intends to vigorously pursue its counterclaims against the Plaintiffs.
Rooterman, LLC v. Klodian Belegu, et al. (U.S. District Court, District of Massachusetts, Case No. 1:24cv-13015). On December 5, 2024, PSB's subsidiary Rooterman, LLC filed a lawsuit and sought a preliminary injunction against former franchisee Klodian Belegu and Quality Air Care Corporation, a corporation owned by Belegu that operated certain of his franchises, alleging trademark infringement, unfair competition, dilution, violation of post-termination restrictive covenants and breach of the franchise agreements arising from the former franchisee's unauthorized use of Rooterman's Marks on an unauthorized website, and the former franchisee's failure to return proprietary and confidential information to Rooterman post-termination. In addition, Rooterman alleged trademark infringement against Belegu's other corporation, RM Water Damage Restoration LTD, an entity not a party to the franchise agreement, but which Belegu ran concurrently with his former franchise business. Rooterman then filed an Amended Complaint, which added a defendant, 911 Sewer & Drain, as Belegu was using this entity to violate Rooterman's statutory and contractual rights and unfairly compete. Defendants answered the complaint on February 18, 2025, and also asserted counterclaims against Rooterman, LLC, alleging fraudulent inducement, breach of contract, and violations of the Massachusetts unfair business practices act arising from the alleged failure to provide services, and alleged failure to register and police marks. Defendants further contests the validity of the Rooterman marks, claiming they should be cancelled for alleged abandonment and/or the granting of a naked license. Rooterman, LLC intends to vigorously pursue its own claims and vigorously defend against Belegu's counterclaims. The case is in its earliest stages, but the parties currently await the Court's ruling on Rooterman's motion for a preliminary injunction. Separate from the preliminary injunction matter, in Rooterman, LLC v. Klodian Belegu, et al. (American Arbitration Association, Boston Office, Case No.
What This Means (2025 FDD)
According to the 2025 FDD, Item 3 outlines various legal disputes involving 360 Painting, which could potentially impact a franchisee's obligations as detailed in Item 9. Specifically, the litigation involving former franchisees, such as the case with Glenn A. Misiph, highlights the importance of adhering to the franchise agreement and protecting 360 Painting's trademarks. If a franchisee breaches the agreement or misuses the trademarks, they could face legal action similar to what is described in Item 3. This reinforces the franchisee's obligation to operate within the bounds of the franchise agreement, as detailed in Item 9.
Furthermore, the case involving Deborah Carreno, where the franchisee claimed 360 Painting failed to provide sufficient support and training, underscores the importance of 360 Painting fulfilling its obligations to support franchisees. If 360 Painting fails to meet these obligations, franchisees might face operational difficulties, potentially leading to legal disputes. This connects to Item 9, which likely outlines the franchisee's operational responsibilities and expectations, which can only be met if 360 Painting provides adequate support.
The Illinois Attorney General's investigation into 360 Painting's failure to obtain signed Illinois amendments to the franchise agreement also highlights the importance of compliance with state franchise laws. Franchisees must ensure that all agreements and amendments are properly executed to avoid potential legal issues. This relates to Item 9, as it likely includes obligations related to legal compliance and adherence to applicable laws and regulations. The outcomes of these litigations, such as settlements or judgments against 360 Painting, could also affect the franchisor's financial stability and ability to support its franchisees, indirectly impacting the franchisees' obligations and operations.
Finally, the litigation initiated by Rooterman, LLC (a subsidiary of Premium Service Brands) against a former franchisee, Klodian Belegu, for trademark infringement and violation of post-termination restrictive covenants, emphasizes the franchisee's ongoing obligations even after the termination of the franchise agreement. This includes refraining from unauthorized use of 360 Painting's marks and returning proprietary information. Item 9 would likely detail these post-termination obligations, and the litigation serves as a reminder of the potential legal consequences of non-compliance.