Under what conditions will Devon Creek indemnify a franchisee for expenses and damages arising from a claim challenging the use of Devon Creek's copyrights?
Devon_Creek Franchise · 2024 FDDAnswer from 2024 FDD Document
You must notify us immediately when you learn about an infringement of or challenge to your use of the Principal Marks or other Marks. Licensor and we will take any action we think appropriate and, if you have given us timely notice and are in full compliance with the Franchise Agreement, we will indemnify you for all expenses and damages arising from any claim challenging your authorized use of the Principal Marks or other Marks. Licensor and we have the right to control any administrative proceedings or litigation involving the Principal Marks or other Mark licensed by us to you. You must cooperate fully with Licensor and us in defending and/or settling the litigation.
We reserve the right to substitute different Marks if we can no longer use the current Marks, or if we determine that substitution of different Marks will be beneficial to the System. In such event, we may require you, at your expense, to modify or stop using any Mark, including the Principal Marks, or to use one or more additional or substitute Marks.
You must not directly or indirectly contest Licensor's right, or our right, to the Principal Marks or other Marks.
Source: Item 14 — PATENTS, COPYRIGHTS AND PROPRIETARY INFORMATION (FDD pages 35–36)
What This Means (2024 FDD)
According to Devon Creek's 2024 Franchise Disclosure Document, Devon Creek will indemnify a franchisee for expenses and damages arising from a claim challenging the franchisee's authorized use of Devon Creek's principal marks or other marks, provided the franchisee gives timely notice of the claim and is in full compliance with the Franchise Agreement. This protection extends to expenses and damages resulting from challenges to the franchisee's authorized use of Devon Creek's trademarks.
This indemnification is contingent upon the franchisee promptly notifying Devon Creek of any infringement or challenges to the use of the marks. Additionally, the franchisee must fully cooperate with Devon Creek and its licensor in defending or settling any related litigation. Devon Creek and its licensor retain the right to control any administrative proceedings or litigation involving the licensed marks.
It is important to note that Devon Creek reserves the right to substitute different marks if the current marks can no longer be used or if the substitution is deemed beneficial to the system. In such cases, the franchisee may be required, at their own expense, to modify or discontinue the use of any mark, including principal marks, or to use substitute marks. The franchisee is prohibited from directly or indirectly contesting Devon Creek's or the licensor's rights to the principal marks or other marks.