What are the ongoing obligations of a Byrider franchisee related to the use of trademarks (Item 13) and how are these obligations listed in Item 9?
Byrider Franchise · 2025 FDDAnswer from 2025 FDD Document
se the Marks in a manner material to the franchise.
You must notify Byrider Franchising Partners immediately of any apparent infringement or challenge to your use of any Mark, or of any claim by any person of any rights in any Mark, and you may not communicate with any person other than Byrider Franchising Partners, Byrider Franchising Partners' attorneys and your attorneys of this infringement, challenge or claim. Byrider Franchising Partners has sole discretion to take the action it deems appropriate and the right to control exclusively any litigation, Patent and Trademark Office proceeding or any other administrative proceeding from this infringement, challenge or claim concerning any Mark. You must sign any instruments and documents, provide any assistance and take any action that, in the opinion of Byrider Franchising Partners attorneys, may be necessary or advisable to protect and maintain Byrider Franchising Partners interests in any litigation or Patent and Trademark Office or other proceeding or otherwise to protect and maintain Byrider Franchising Partners interests in the Marks.
If, in the circumstance of a trademark infringement challenge, Byrider Franchising Partners in its sole discretion directs you to modify or discontinue the use of any Mark or use one or more additional or substitute trade or service marks, you must comply with Byrider Franchising Partners' directions within a reasonable time after receiving notice. Byrider Franchising Partners will reimburse you for your reasonable direct expenses of changing printed advertising and marketing materials for which you have paid. However, Byrider Franchising Partners will not be obligated to reimburse you for any loss of revenue attributable to any modified or discontinued Mark or for any expenditures you make to promote a modified or substitute trademark or service mark.
Byrider Franchising Partners will indemnify you against and reimburse you for all damages for which you are held liable in any proceeding from your authorized use of any Mark, and for all costs you reasonably incur in defending any claim brought against you or any proceeding in which you are named as a party, if you have timely notified Byrider Franchising Partners of the claim or proceeding and otherwise have complied with the Franchise Agreement. Byrider Franchising Partners is entitled, at its option, to defend and control the defense of any proceeding resulting from your use of any Mark.
Byrider Franchising Partners does not actually know of any superior prior rights or of any infringing uses that could materially affect your use of the Marks or a franchisee's use of its principal trademarks in any state.
ITEM 14
PATENTS, COPYRIGHTS AND PROPRIETARY INFORMATION
There are no patents that are material to the franchise, nor do we have any pending patent applications that are material to the franchise.
Byrider Franchising Partners claims copyrights in 5 manuals, which rights were assigned from Byrider Franchising in September 2024: Sales Operations (TXu 1-714-594), CNAC Operations (TXu 1-715-293), J.D. Byrider/CNAC Reports (TXu 1-714-652), Service Operations (TXu 1-714-673), and J.D. Byrider/CNAC Accounting Operations (TXu 1-715-294), all granted on December 16, 2010 (the "Manuals"). In addition, Byrider Franchising Partners claims copyrights in two computer programs: Discover (TX6-082-231) granted on November 8, 2004; and Discover v.2 (TXu 1-719-153) granted on March 8, 2011.
The Manuals and other materials Byrider Franchising Partners possesses contain Byrider Franchising Partners' confidential information.
What This Means (2025 FDD)
According to the 2025 Byrider Franchise Disclosure Document, franchisees have several ongoing obligations regarding the use of Byrider's trademarks. Franchisees must immediately notify Byrider Franchising Partners of any apparent infringement or challenges to the use of any Mark. The franchisee cannot communicate with any person other than Byrider Franchising Partners, their attorneys, and the franchisee's attorneys regarding any infringement, challenge, or claim. Byrider Franchising Partners has sole discretion to take action it deems appropriate and has the right to control any litigation. Franchisees must sign documents and provide assistance to protect Byrider Franchising Partners' interests in any legal proceedings. If Byrider directs a franchisee to modify or discontinue the use of any Mark, the franchisee must comply within a reasonable time after receiving notice. Byrider will reimburse the franchisee for reasonable direct expenses of changing printed advertising and marketing materials for which they have paid, but not for lost revenue or expenditures to promote a modified mark.
Additionally, Byrider Franchising Partners will indemnify the franchisee against damages for which they are held liable in any proceeding from the authorized use of any Mark, and for all costs reasonably incurred in defending any claim brought against them, provided the franchisee has timely notified Byrider of the claim and complied with the Franchise Agreement. Franchisees must follow Byrider's rules when using its Marks and cannot use any Mark as part of their corporate or legal business name or with modifying words, designs, or symbols, except those licensed to them. Franchisees are not permitted to use any Mark in performing unauthorized services or selling unauthorized products. Any websites relating to the Byrider franchise must be approved by Byrider Franchising Partners and include a banner link to Byrider's corporate homepage.
Item 9 of the Franchise Disclosure Document outlines the franchisee's obligations. Specifically, it notes that obligations related to trademarks and proprietary information are found in Section 8 of the franchise agreement and are further detailed in Items 11, 13, and 14 of the FDD. This indicates that the use and protection of Byrider's trademarks are a significant ongoing responsibility for franchisees, with specific guidelines and requirements outlined in the franchise agreement and related disclosure items.