What costs will Best Brains reimburse a franchisee for in the defense of a trademark infringement claim?
Best_Brains Franchise · 2025 FDDAnswer from 2025 FDD Document
If your use of any Marks in compliance with this Agreement is held to constitute trademark infringement, unfair competition, or dilution, we will indemnify you for all damages for which you are held liable. We will also reimburse you for all costs reasonably incurred in the defense of any such claim provided that a) you timely notified us of such claim or proceeding, b) You otherwise complied with this Agreement and, c) We have the right to defend any such claim.
If we undertake to defend such claim, then we have no obligation to indemnify or reimburse you for any fees or disbursements of counsel you retain.
Source: Item 23 — RECEIPTS (FDD pages 42–190)
What This Means (2025 FDD)
According to Best Brains' 2025 Franchise Disclosure Document, Best Brains will indemnify a franchisee for all damages for which the franchisee is held liable if the franchisee's use of any Marks in compliance with the Franchise Agreement is held to constitute trademark infringement, unfair competition, or dilution. Best Brains will also reimburse the franchisee for all costs reasonably incurred in the defense of any such claim.
However, this reimbursement is conditional. The franchisee must have a) timely notified Best Brains of such claim or proceeding, b) otherwise complied with the Franchise Agreement, and c) Best Brains must have the right to defend any such claim.
It's important to note that if Best Brains undertakes to defend the claim, they have no obligation to indemnify or reimburse the franchisee for any fees or disbursements of counsel the franchisee retains. This means that if Best Brains decides to handle the defense, the franchisee will not be reimbursed for their own legal counsel.