Is Desi District required to participate in the defense of a franchisee or indemnify a franchisee for expenses or damages in a proceeding involving a copyright licensed to the franchisee?

According to Desi District's 2024 Franchise Disclosure Document, under certain conditions, Desi District Franchise Group is obligated to defend and indemnify franchisees against infringement claims related to the use of their trademarks. Specifically, if a franchisee has used the marks in accordance with the franchise agreement, Desi District Franchise Group will defend the franchisee against any third-party action alleging trademark infringement.

This defense will be at Desi District Franchise Group's expense. Furthermore, Desi District Franchise Group will indemnify the franchisee for expenses and damages if the legal action is resolved unfavorably to the franchisee. This protection applies only if the franchisee has adhered to the terms of the franchise agreement regarding the use of the trademarks.

It is important to note that this obligation pertains specifically to the trademarks licensed to the franchisee. The FDD excerpt does not explicitly address copyright infringement, so it is unclear whether Desi District's obligation extends to copyright-related claims. A prospective franchisee should seek clarification from Desi District regarding copyright protection and potential indemnification in cases of copyright infringement related to materials or content used in the operation of the franchise.