Which article in the Crave Cookies Franchise Agreement addresses trademarks and proprietary information?
Crave_Cookies Franchise · 2025 FDDAnswer from 2025 FDD Document
health or safety of any person, then immediately upon Crave Cookies Franchising's order, Franchisee must temporarily cease operations of the Business and remedy the dangerous condition. Crave Cookies Franchising shall have no liability to Franchisee or any other person for action or failure to act with respect to a dangerous condition.
ARTICLE 12. MARKS
- 12.1 Authorized Marks. Franchisee shall use no trademarks, service marks or logos in connection with the Business other than the Marks. Franchisee shall use all Marks specified by Crave Cookies Franchising, and only in the manner as Crave Cookies Franchising may require. Franchisee has no rights in the Marks other than the right to use them in the operation of the Business in compliance with this Agreement. All use of the Marks by Franchisee and any goodwill associated with the Marks, including any goodwill arising due to Franchisee's operation of the Business, will inure to the exclusive benefit of Crave Cookies Franchising.
- 12.2 Change of Marks. Crave Cookies Franchising may add, modify, or discontinue any Marks to be used under the System. Within a reasonable time after Crave Cookies Franchising makes any such change, Franchisee must comply with the change, at Franchisee's expense.
12.3 Infringement.
- (a) Defense of Franchisee. If Franchisee has used the Marks in accordance with this Agreement, then (i) Crave Cookies Franchising shall defend Franchisee (at Crave Cookies Franchising's expense) against any Action by a third-party alleging infringement by Franchisee's use of a Mark, and (ii) Crave Cookies Franchising will indemnify Franchisee for expenses and damages if the Action is resolved unfavorably to Franchisee.
- (b) Infringement by Third Party. Franchisee shall promptly notify Crave Cookies Franchising if Franchisee becomes aware of any possible infringement of a Mark by a third party. Crave Cookies Franchising may, in its sole discretion, commence or join any claim against the infringing party.
- (c) Control. Crave Cookies Franchising shall have the exclusive right to control any prosecution or defense of any Action related to possible infringement of or by the Marks.
- 12.4 Name. If Franchisee is an entity, it shall not use the word[s] "Crave Cookies" or any confusingly similar words in its legal name.
ARTICLE 13. COVENANTS
13.1 Confidential Information. With respect to all Confidential Information, Franchisee shall (a) adhere to all procedures prescribed by Crave Cookies Franchising for maintaining confidentiality, (b) disclose such information to its employees only to the extent necessary for the operation of the Business; (c) not use any such information in any other business or in any manner not specifically authorized in writing by Crave Cookies Franchising, (d) exercise the highest degree of diligence and effort to maintain the confidentiality of all such information during and after the term of this Agreement, (e) not copy or otherwise reproduce any Confidential Information, and (f) promptly report any unauthorized disclosure or use of Confidential Information. Franchisee acknowledges that all Confidential Information is owned by Crave Cookies Franchising (except for Confidential Information which Crave Cookies Franchising licenses from another person or entity). This Section will survive the termination or expiration of this Agreement indefinitely.
Source: Item 9 — FRANCHISEE'S OBLIGATIONS (FDD pages 20–21)
What This Means (2025 FDD)
According to Crave Cookies's 2025 Franchise Disclosure Document, Article 12, titled "Marks," within the Franchise Agreement addresses trademarks. This section outlines the franchisee's rights and responsibilities regarding the use of Crave Cookies's trademarks, service marks, and logos. It specifies that franchisees can only use the marks authorized by Crave Cookies and in the manner prescribed by them. Franchisees gain no ownership rights in the marks beyond the limited right to use them for their franchised business. All goodwill associated with the marks, including that generated by the franchisee's operations, accrues solely to the benefit of Crave Cookies.
Article 12 also grants Crave Cookies the right to modify or discontinue any marks used within the system, and franchisees must comply with these changes at their own expense. Furthermore, it details the procedures for handling infringement issues, including Crave Cookies's obligation to defend the franchisee against infringement claims if the marks are used correctly, and the franchisee's duty to notify Crave Cookies of any potential infringement by third parties. The franchisor maintains exclusive control over any legal actions related to trademark infringement.
Article 13.1 of the Crave Cookies Franchise Agreement covers confidential information. It states the franchisee must adhere to Crave Cookies's procedures for maintaining confidentiality, disclose confidential information to employees only to the extent necessary, and not use such information in any other business. The franchisee must also protect the confidentiality of the information during and after the term of the agreement and promptly report any unauthorized disclosure or use. All confidential information is owned by Crave Cookies. This obligation survives the termination or expiration of the agreement indefinitely.