Is a Basecamp Fitness franchisee required to notify Basecamp Fitness of any claims against them regarding the Marks?
Basecamp_Fitness Franchise · 2025 FDDAnswer from 2025 FDD Document
- E.
Substitutions of, or Adverse Claims to, Marks.
We have the right to protect and maintain all rights to the Marks against encroachment, misuse or unauthorized use and against all challenges to any rights of its use, as we deem appropriate.
If it becomes advisable at any time, in our sole discretion, to modify or discontinue use of any Mark, or to discontinue using any Mark, or if there is an adjudication by a court of competent jurisdiction that any party's rights to any of the Marks are superior to ours, then upon written notice from us, you will, at your sole expense, immediately adopt and use the changes and amendments to the Marks that are specified by us in writing, and if the Mark that is changed is the name "Basecamp Fitness" then all references in this Agreement to the name "Basecamp Fitness" will be deemed references to such substitute Mark.
Source: Item 22 — CONTRACTS (FDD pages 61–62)
What This Means (2025 FDD)
According to the 2025 Basecamp Fitness Franchise Disclosure Document, Basecamp Fitness has the right to protect and maintain all rights to the Marks against encroachment, misuse or unauthorized use and against all challenges to any rights of its use, as they deem appropriate.
If it becomes advisable at any time, in Basecamp Fitness's sole discretion, to modify or discontinue use of any Mark, or to discontinue using any Mark, or if there is an adjudication by a court of competent jurisdiction that any party's rights to any of the Marks are superior to Basecamp Fitness's, then upon written notice from them, the franchisee will, at their sole expense, immediately adopt and use the changes and amendments to the Marks that are specified by Basecamp Fitness in writing. If the Mark that is changed is the name "Basecamp Fitness" then all references in the Agreement to the name "Basecamp Fitness" will be deemed references to such substitute Mark.
While the FDD excerpt does not explicitly state that a franchisee is required to notify Basecamp Fitness of claims against them regarding the Marks, it does state that Basecamp Fitness has the right to protect and maintain all rights to the Marks. It also states that if there is an adjudication by a court that any party's rights to any of the Marks are superior to Basecamp Fitness's, then the franchisee will, at their sole expense, immediately adopt and use the changes and amendments to the Marks that are specified by Basecamp Fitness in writing. A prospective franchisee should clarify with Basecamp Fitness what their specific obligations are in the event of any claims against them regarding the Marks.