What control does a Bee Organized franchisee have over litigation involving the Licensed Marks?
Bee_Organized Franchise · 2025 FDDAnswer from 2025 FDD Document
You are required to provide us with written notice of any claims that you may become aware of respecting the Licensed Marks, including your use of the Licensed Marks and/or any claim associated with a third party's use of a trademark that is identical or confusingly similar to the Licensed Marks. We maintain the exclusive discretion to take any and all actions, or to refrain from any action, that we believe to be appropriate in response to any trademark infringement, challenge or claim. As between us, we possess the sole right to exclusively control any and all litigation, legal proceedings, administrative proceedings and/or settlement(s) involving any actual or alleged infringement, challenge or claim relating to the Licensed Marks. You must sign all documents, instruments and agreements and undertake the actions that we, with the advice of our legal counsel, determine to be necessary or advisable for the protection and/or maintenance of our interests in the Licensed Marks in any legal proceeding, administrative proceeding or as may be otherwise determined by us. As to the foregoing, we will reimburse you for the reasonable out-of-pocket administrative expenses that you incur and pay in complying with our written instructions.
We will protect your right to use the Licensed Marks and other related rights and 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. 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 sole discretion, that its rights to the marks are, for any legal reason, superior to any of our rights, then we will modify and/or replace the Licensed Marks and you must use the variances or other service marks, trademarks or trade names required by and as determined by us. Our sole liability and obligation in such event is 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 32–34)
What This Means (2025 FDD)
According to Bee Organized's 2025 Franchise Disclosure Document, franchisees have very limited control over litigation involving the Licensed Marks. Bee Organized maintains the exclusive right to control any litigation, legal proceedings, administrative proceedings, and settlements related to actual or alleged infringement, challenges, or claims concerning the Licensed Marks.
The franchisee is required to provide written notice to Bee Organized of any claims they become aware of regarding the Licensed Marks or any third-party use of similar trademarks. Franchisees must also sign documents and undertake actions deemed necessary by Bee Organized and its legal counsel to protect the interests in the Licensed Marks. While franchisees must comply with these requirements, Bee Organized will reimburse them for reasonable out-of-pocket administrative expenses incurred while following the franchisor's written instructions.
Bee Organized will protect a franchisee's right to use the Licensed Marks and defend against infringement claims if the franchisee uses the marks according to the Franchise Agreement, manuals, and written instructions. The franchisee must also provide timely notification of any claims and allow Bee Organized sole control over the defense and settlement. If a third party successfully claims superior rights to the marks, Bee Organized will modify or replace the Licensed Marks and reimburse the franchisee for direct out-of-pocket costs, such as signage alterations and marketing material replacements.