What is the cure period for a material breach of the Brightstar Care Trademark License Agreement?
Brightstar_Care Franchise · 2025 FDDAnswer from 2025 FDD Document
We derive our right to use and sublicense the Marks from an Amended and Restated Trademark License Agreement (the "Trademark License Agreement") dated September 1, 2009, with Bright Star Nevada. Under the terms of the Trademark License Agreement, we have the exclusive right in the United States of America to use and sublicense the Marks in connection with the offer and sale of franchises to third parties. Specifically, Bright Star Nevada has licensed us the right to use and sublicense the Marks in operating Agencies offering medical and/or non-medical home health, medical and nursing personnel placement, and recruiting and staffing services. The Trademark License Agreement is for the United States of America and is exclusive. The Trademark License Agreement may be terminated by mutual agreement of the parties. Additionally, either party may terminate the Trademark License Agreement in the event of: (i) any material breach of an obligation by the other party, which breach is capable of being, but is not, cured within 60 days after written notice of the breach to the breaching party; or (ii) any situation in which a party commits a material breach of the Trademark License Agreement that is not capable of being cured within 60 days and the non-breaching party provides written notice of the breach and notice of termination.
Source: Item 13 — TRADEMARKS (FDD pages 75–77)
What This Means (2025 FDD)
According to Brightstar Care's 2025 Franchise Disclosure Document, the Trademark License Agreement, dated September 1, 2009, outlines the terms under which Brightstar Care has the right to use and sublicense certain marks. This agreement can be terminated under specific conditions, including a material breach of obligation by either party.
Specifically, if either Brightstar Care or Bright Star Nevada materially breaches an obligation under the Trademark License Agreement, the breaching party has 60 days to cure the breach after receiving written notice. This means that if Brightstar Care fails to meet its obligations, Bright Star Nevada must provide written notice, giving Brightstar Care 60 days to resolve the issue.
However, if the material breach is not capable of being cured within 60 days, the non-breaching party can provide written notice of the breach and immediate notice of termination. This implies that some breaches are so severe that they cannot be fixed within the standard cure period, allowing for immediate termination of the Trademark License Agreement. This agreement is significant because it defines Brightstar Care's rights to use and sublicense the trademarks associated with the Brightstar Care brand, which are essential for operating a franchise.