What is an Amorino franchisee required to do in the event of litigation relating to their use of the Proprietary Marks?
Amorino Franchise · 2025 FDDAnswer from 2025 FDD Document
In the event of any litigation relating to your use of the Proprietary Marks or Copyrighted Materials, you shall execute any and all documents and do such acts as may, in the opinion of Amorino, be necessary to carry out such defense or prosecution, including, but not limited to, becoming a nominal party to any legal action. Except to the extent that such litigation is the result of your use of the Proprietary Marks or Copyrighted Materials in a manner inconsistent with the terms of this Agreement, Amorino agrees to reimburse you for your associated costs.
Source: Item 22 — CONTRACTS (FDD pages 80–81)
What This Means (2025 FDD)
According to Amorino's 2025 Franchise Disclosure Document, if a franchisee faces litigation related to their use of Amorino's Proprietary Marks or Copyrighted Materials, they must execute all documents and perform all actions that Amorino deems necessary to carry out the defense or prosecution of the litigation. This includes becoming a nominal party to any legal action.
Amorino retains the right to direct, control, and settle any dispute, proceeding, or litigation involving the Proprietary Marks or Copyrighted Materials. Amorino will defend the franchisee against third-party claims arising from the franchisee's use of the Proprietary Marks and Copyrighted Materials, provided that Amorino determines the franchisee used them in accordance with the franchise agreement.
However, if the litigation arises due to the franchisee's use of the Proprietary Marks or Copyrighted Materials in a manner inconsistent with the franchise agreement, Amorino may not cover the associated costs. Otherwise, Amorino will reimburse the franchisee for associated costs incurred during the litigation. This clause ensures Amorino maintains control over its brand and protects its trademarks and copyrighted materials, while also providing some protection to franchisees who properly use the brand's intellectual property.