What are the Body20 franchisee's obligations in Item 9 regarding the use of trademarks, considering the trademark rights granted in Item 13, and what are the potential consequences of infringement?
Body20 Franchise · 2025 FDDAnswer from 2025 FDD Document
erior prior rights or infringing uses that could materially affect your use of any of the Marks. There are no currently effective agreements that significantly limit our rights to use or license the use of the Marks listed above in a manner material to the franchise.
You may also use certain other Marks owned by or licensed to us in the operation of your Studio. You must use the Marks only in strict accordance with the Franchise Agreement and Manuals. You may not use any Mark (i) as part of any corporate or legal business name, (ii) with any prefix, suffix or other modifying words, terms, designs or symbols (other than logos we have licensed to you), (iii) in selling any unauthorized services or products, (iv) as part of any domain name, electronic address, metatag, social media account, or otherwise in connection with any website or other electronic medium without our consent, or (v) in any other manner we have not expressly authorized in writing. You must display the Marks in a manner that we specify on signage at the Studio and on all written materials, forms, advertising, promotional materials, supplies, employee uniforms, business cards, receipts, letterhead, contracts, stationary, and other materials we designate. Upon receipt of notice from us, you must discontinue, alter or substitute any of the Marks as we direct.
You must display in a conspicuous location in or upon the Studio, or in a manner that we specify, a sign containing a notice that the Studio is owned and operated independently by you who is an authorized licensed user of the Marks, using language that we designate. You must
include this notice or other similar language that we specify on all forms, advertising, promotional materials, business cards, receipts, letterhead, contracts, stationary, and other written materials we designate.
You must promptly notify us if any other person or Entity attempts to use any of the Marks or any colorable imitation of any of the Marks. You must immediately notify us of any infringement of or challenge to your use of any of the Marks. We will have the right to take any action that we deem appropriate, but the Franchise Agreement does not require us to take any action to protect your right to use any of the Marks or to participate in your defense and/or indemnify you for expenses or damages if you are a party to an administrative or judicial proceeding involving any of the Marks. We will have the right to control any administrative proceeding or litigation related to the Marks. 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 Marks.
What This Means (2025 FDD)
According to Body20's 2025 Franchise Disclosure Document, franchisees have specific obligations regarding the use of Body20's trademarks and trade dress. While franchisees are granted a nonexclusive license to use the trademarks, they acknowledge that Body20 or its affiliates own the marks and trade dress. This means franchisees cannot claim any ownership or interest in the trademarks beyond the rights explicitly granted in the Franchise Agreement. Upon termination of the agreement, no monetary value will be attributed to the goodwill associated with the franchisee's use of the Body20 trademarks.
The rights to use the trademarks are limited to the specific studio location and must comply with Body20's written rules. Franchisees are prohibited from using the trademarks in ways not expressly authorized, such as incorporating them into a corporate name, using modifying terms without approval, selling unauthorized services, or using them in domain names or social media accounts without consent. Franchisees must also display the marks as specified by Body20 on signage and various materials. All materials bearing the trademarks require Body20's prior written approval, which can be revoked at any time.
Franchisees must promptly notify Body20 if anyone attempts to use the marks or infringes upon them. Body20 has the right to take any action it deems appropriate to protect the marks, but it is not obligated to do so or to indemnify the franchisee in case of infringement claims. Body20 retains control over any legal proceedings related to the trademarks and is entitled to all proceeds and damages recovered. Franchisees must assist Body20 in these proceedings. If Body20 decides a franchisee must modify or discontinue using certain marks, the franchisee must comply without any obligation for reimbursement from Body20. These stipulations are designed to protect Body20's brand identity and ensure consistent use of its trademarks across all franchise locations.