What assistance must a Face Foundrie franchisee provide to protect the franchisor's interests in litigation regarding the Marks?
Face_Foundrie Franchise · 2025 FDDAnswer from 2025 FDD Document
- 5.04 Notification of Infringements and Claims. Franchisee must notify Franchisor immediately of any apparent infringement of or challenge to Franchisee's use of any Mark, or any claim by another Person of any rights in any Mark.
Franchisee may not communicate with any Person, other than its legal counsel, and Franchisor, in connection with any such infringement, challenge or claim.
Franchisor will have sole discretion to take such action as it deems appropriate and will have the right to control exclusively any litigation or U.S.
Patent and Trademark Office proceeding arising out of any such infringement, challenge or claim or otherwise relating to any Mark.
Franchisee must sign any and all documents, render such assistance and do such things as may be advisable in the opinion of Franchisor's counsel to protect Franchisor's interests in any litigation or U.S.
Patent and Trademark Office proceeding or other administrative proceeding or otherwise to protect its interests in the Marks.
- 5.05 Indemnification of Franchisee. Franchisor shall indemnify Franchisee against, and reimburse Franchisee for, all damages for which Franchisee is held liable in any proceeding arising out of its authorized use of any Mark pursuant to and in compliance with this Agreement and, except as provided herein, for all costs Franchisee reasonably incurs in defending any such claim brought against Franchisee, provided Franchisee has timely notified Franchisor of such claim and provided further that Franchisee and its Owners and Affiliates are in compliance with this Agreement and all other agreements entered into with Franchisor or any of its Affiliates.
Source: Item 22 — CONTRACTS (FDD pages 73–74)
What This Means (2025 FDD)
According to Face Foundrie's 2025 Franchise Disclosure Document, franchisees have specific obligations to assist in protecting Face Foundrie's interests related to its Marks in legal proceedings. If there is any infringement of or challenge to the franchisee's use of any Mark, or any claim by another person of any rights in any Mark, the franchisee must notify Face Foundrie immediately. The franchisee is restricted from communicating with anyone other than their legal counsel and Face Foundrie regarding the infringement, challenge, or claim. Face Foundrie retains sole discretion to take action it deems appropriate and has the right to exclusively control any litigation or U.S. Patent and Trademark Office proceeding.
To protect Face Foundrie's interests in any litigation, U.S. Patent and Trademark Office proceeding, or other administrative proceeding, the franchisee must sign all necessary documents, provide assistance, and perform any actions deemed advisable by Face Foundrie's counsel.
Face Foundrie will indemnify the franchisee against damages for which the franchisee is held liable in any proceeding arising out of its authorized use of any Mark, provided the franchisee has notified Face Foundrie of such claim and remains in compliance with all agreements. This indemnification also covers costs the franchisee reasonably incurs in defending any such claim. This clause highlights the importance of franchisees adhering to the franchise agreement and promptly reporting any potential infringements or claims to ensure they receive the franchisor's support and protection.