What does the C12 Group agree not to do regarding C12's interest in its proprietary information?

According to the 2025 FDD, C12 Group states that while they are not obligated to defend a franchisee's use of their proprietary information, they will pursue resolution that, in their judgment, is in the best overall interest of the C12 community. This means that C12 Group retains discretion over whether and how to protect its proprietary information, even if a franchisee's use of that information is challenged.

This clause has several implications for prospective franchisees. First, it clarifies that C12 Group does not guarantee legal defense or indemnification if a franchisee is accused of infringing on someone else's intellectual property while using C12 Group's materials. The franchisee bears some risk in this area. Second, it suggests that C12 Group will consider the broader interests of its franchise network when deciding whether to intervene in such disputes. This could mean that C12 Group might prioritize the collective benefit over the individual franchisee's situation.

In practice, this means a C12 Group franchisee needs to be diligent in using the provided materials and adhering to brand standards to minimize the risk of intellectual property disputes. It would be prudent for a prospective franchisee to discuss with C12 Group what specific steps they take to ensure their materials do not infringe on others' rights and what support a franchisee can expect if a claim arises. Understanding C12 Group's approach to protecting its proprietary information and supporting its franchisees in related matters is an important part of due diligence.