Does Bor Restoration have the right to control litigation involving its System?
Bor_Restoration Franchise · 2024 FDDAnswer from 2024 FDD Document
- b. You acknowledge that we have the right, in our sole discretion, to determine whether any action will be taken because of any possible infringement or illegal use of the Marks, the System, or the Proprietary Information. We may commence or prosecute such action in our name and may join you as a party to the action if we determine it to be reasonably necessary for the continued protection and quality control of the Marks and each component of the System. If you learn of a third party that you believe is not authorized to use the Marks or any variant of them, you must promptly notify us. We will determine whether we wish to take any action against the third party. You will have no right to make any demand of us and have no right to prosecute any claim against the alleged infringer. You must cooperate with us in any way necessary in the event of such an infringement.
- c. We have the right to control any administrative proceedings or litigation involving a Mark licensed by us to you. We must indemnify you for any action against you by a third party based solely on alleged infringement, unfair competition, or similar claims about the Marks. We have no obligation to defend or indemnify you if the claim against you related to your use of the Marks violates this Franchise Agreement.
Source: Item 14 — Patents, Copyrights, and Proprietary Information (FDD pages 31–32)
What This Means (2024 FDD)
According to Bor Restoration's 2024 Franchise Disclosure Document, Bor Restoration retains the right to control administrative proceedings or litigation involving a trademark licensed to the franchisee. If a franchisee faces a claim of infringement, unfair competition, or similar issues related to the marks, they must promptly inform Bor Restoration. Bor Restoration will then decide on the necessary action to defend the franchisee.
Bor Restoration is obligated to indemnify the franchisee against actions by a third party that are solely based on alleged infringement, unfair competition, or similar claims regarding the trademarks. However, Bor Restoration has no obligation to defend or indemnify the franchisee if the claim arises from the franchisee's use of the marks in violation of the Franchise Agreement.
Furthermore, Bor Restoration has the authority to decide whether to take action regarding possible infringement or illegal use of the Marks, the System, or the Proprietary Information. Bor Restoration can initiate or pursue such action in its name and may include the franchisee as a party if deemed necessary for the protection and quality control of the Marks and the System. Franchisees must cooperate with Bor Restoration in the event of such an infringement.