If Azal Coffee chooses to prosecute an infringement of its intellectual property, what obligations does the Azal Coffee franchisee have?
Azal_Coffee Franchise · 2024 FDDAnswer from 2024 FDD Document
You must promptly notify us of any claim, suit, or demand against you on account of any alleged infringement, unfair competition, or similar matter relating to your use of the Intellectual Property. We will then take action as we deem necessary and appropriate to protect and defend you against the claim by any third party. You must not settle or compromise any claim by a third party without our prior written consent. We will have the sole right to defend, compromise, or settle any claim, in our discretion, using attorneys of our choosing, and you agree to cooperate fully with us in connection with the defense of the claim. You may participate at your own expense in the defense or settlement, but our decisions with regard to the Intellectual Property will be final.
Source: Item 22 — CONTRACTS (FDD page 51)
What This Means (2024 FDD)
According to Azal Coffee's 2024 Franchise Disclosure Document, the franchisee has obligations regarding the use and defense of Azal Coffee's intellectual property. The franchisee must promptly notify Azal Coffee of any claims, suits, or demands against them related to alleged infringement or unfair competition involving the intellectual property. The franchisee cannot settle or compromise any third-party claim without Azal Coffee's prior written consent.
Azal Coffee retains the sole right to defend, compromise, or settle any claim, using attorneys of their choosing. The franchisee is obligated to cooperate fully with Azal Coffee in defending the claim.
The franchisee is allowed to participate in the defense or settlement at their own expense. However, Azal Coffee's decisions regarding the intellectual property will be final. This means that while a franchisee can be involved, Azal Coffee has the ultimate authority in these matters.