What is a Body20 franchisee required to do if someone challenges the validity of Body20's Intellectual Property?
Body20 Franchise · 2025 FDDAnswer from 2025 FDD Document
You agree to notify us promptly of any unauthorized use of the Intellectual Property of which you have knowledge.
You also agree to inform us promptly of any challenge by any person or Entity to the validity of, our ownership of, or our right to license others to use any of the Intellectual Property.
We have the right, but no obligation, to initiate, direct, and control any litigation or administrative proceeding relating to the Intellectual Property, including any settlement.
We will be entitled to retain any and all proceeds, damages, and other sums, including attorneys' fees, recovered or owed to us or our Affiliates in connection with any such action.
You agree to execute all documents and render any other assistance we may deem necessary to any such proceeding or any effort to maintain the continued validity and enforceability of the Intellectual Property.
Source: Item 23 — RECEIPT (FDD pages 74–251)
What This Means (2025 FDD)
According to Body20's 2025 Franchise Disclosure Document, if a third party challenges the validity of Body20's intellectual property, a franchisee must promptly inform Body20 of the challenge. This includes challenges to the validity of Body20's ownership or right to license the intellectual property to others. The intellectual property includes the Marks, Trade Dress, Copyrights, or any trade secrets, methods, or procedures that are part of the Body20 system.
Body20 retains the right, but not the obligation, to initiate, direct, and control any litigation or administrative proceedings related to its intellectual property, including settlements. Body20 is entitled to retain any proceeds, damages, and other sums, including attorneys' fees, recovered from such actions. The franchisee is obligated to execute all documents and provide any assistance Body20 deems necessary to maintain the validity and enforceability of its intellectual property.
This clause ensures that Body20 maintains control over its brand and system, protecting its intellectual property rights. For a franchisee, this means they must cooperate with Body20 in any legal matters concerning the brand's intellectual property. Failure to promptly notify Body20 or provide necessary assistance could result in a breach of the franchise agreement. This is a fairly standard clause in franchise agreements, as franchisors need to protect their trademarks and systems. Prospective franchisees should understand that they cannot independently defend the brand's intellectual property but must rely on Body20 to take appropriate action.