Does the Bang Cookies FDD specify what the manuals say about using the Licensed Marks?
Bang_Cookies Franchise · 2024 FDDAnswer from 2024 FDD Document
We will protect your right to use the Licensed Marks and other related rights and to protect you against claims of infringement and unfair competition related to the Licensed Marks, provided that you use the Licensed Marks in accordance with the terms of your Franchise Agreement, as designated by us in the Manuals, and, otherwise, as we instruct you. We will indemnify you against direct damages for trademark infringement in a proceeding arising out of your use of the Licensed Marks, provided your use of the Licensed Marks comply with the terms of your Franchise Agreement, the Manuals, our written instructions and, that you have timely notified us of the claim, have given us sole control of the defense and settlement of the claim, and you are in compliance with your Franchise Agreement and, if applicable, Multi-Unit Development Agreement. If we defend the claim, we have no obligation to indemnify or reimburse you with respect to any fees or disbursements of any attorney that you retain.
If any third party establishes, to our satisfaction and in our discretion that its rights to the Licensed Marks are, for any legal reason, superior to any of our rights or of a nature that we believe, in our discretion, that it is advisable to discontinue and/or modify the Licensed Marks, then we will modify and/or replace the Licensed Marks and you must use the substitutions, replacements and/or variations of and/or to the Licensed Marks and use those trademarks, service marks, logos and trade names required and designated by us. In such event, our sole liability and obligation will be to reimburse you for the direct out-of-pocket costs of complying with this obligation, which you must document to our satisfaction, including, by way of example, alterations in signage and replacement of marketing materials.
Source: Item 13 — TRADEMARKS (FDD pages 38–39)
What This Means (2024 FDD)
According to Bang Cookies's 2024 Franchise Disclosure Document, franchisees must use the Licensed Marks in accordance with the terms outlined in the Franchise Agreement and as specifically designated by Bang Cookies in its manuals. Bang Cookies retains the right to modify these marks, and franchisees are obligated to use them as instructed. This means a franchisee's use of the Bang Cookies trademarks must align with the guidelines provided in both the Franchise Agreement and the operational manuals.
Bang Cookies will protect the franchisee's right to use the Licensed Marks and defend against infringement claims if the franchisee uses the marks as specified in the Franchise Agreement, the manuals, and any other written instructions from Bang Cookies. Franchisees must promptly notify Bang Cookies of any infringement claims and allow Bang Cookies to control the defense and settlement of such claims. If these conditions are met, Bang Cookies will indemnify the franchisee against direct damages from trademark infringement.
However, if a third party successfully claims superior rights to the Licensed Marks, Bang Cookies may modify or replace the marks, and franchisees must adopt these changes. In such cases, Bang Cookies's sole obligation is to reimburse the franchisee for direct out-of-pocket costs associated with complying with these changes, such as alterations to signage and marketing materials. These costs must be documented to Bang Cookies's satisfaction.
Overall, the FDD emphasizes the importance of adhering to Bang Cookies's guidelines for using its Licensed Marks, as detailed in the Franchise Agreement and operational manuals. Franchisees must stay informed of any changes to these marks and ensure their usage remains compliant to maintain their rights and protections under the franchise agreement.