Is Floors To Go obligated to seek trademark protection for the Marks?
Floors_To_Go Franchise · 2025 FDDAnswer from 2025 FDD Document
4.9. Protection of Marks.
- a. We may seek, in our own name and at our own expense, appropriate trademark protection for the Marks. You shall not seek or acquire any registration or other interest in any of the Marks anywhere in the world.
Exhibit B-6
Minnesota Amendment
In recognition of the requirements of the Minnesota Franchise Act, Minn. Stat. §§ 80C.01 through 80C.22, and of the Rules and Regulations promulgated thereunder by the Minnesota Commissioner of Commerce, Minn. Rules §§ 2860.0100 through 2860.9930, the parties to the attached Membership Agreement (the "Agreement") agree as follows:
- The first sentence of Section 4.11 of the Agreement shall be deleted in its entirety and shall have no force or effect, and the following shall be substituted in lieu thereof:
We shall protect and maintain all rights to the name and mark "Floors To Go" and all related names, marks, or logos against encroachment, misuse, or unauthorized use and against challenges to any rights of your use, to the extent required by Minnesota Statutes §80C.12, Subd. 1(g).
Source: Item 23 — RECEIPTS (FDD pages 47–204)
What This Means (2025 FDD)
According to the 2025 Floors To Go Franchise Disclosure Document, Floors To Go is not obligated to seek trademark protection for the Marks, but may do so at their discretion. Specifically, Floors To Go retains the right to seek trademark protection for the Marks in its own name and at its own expense. The franchisee is explicitly prohibited from seeking or acquiring any registration or interest in any of the Marks anywhere in the world. This ensures that Floors To Go maintains complete control over its brand and intellectual property.
This arrangement is typical in franchising, where the franchisor owns the trademarks and licenses their use to franchisees. This allows for consistent branding and quality control across all franchise locations. The franchisee acknowledges Floors To Go's exclusive rights to the Marks, recognizing their uniqueness and value, and agrees not to dispute the validity or value of the Marks or Floors To Go's exclusive rights to use them.
However, an amendment for Minnesota franchisees alters this provision. In Minnesota, Floors To Go is only obligated to protect and maintain rights to its name and marks against encroachment, misuse, unauthorized use, and challenges to the rights of the franchisee's use to the extent required by Minnesota Statutes §80C.12, Subd. 1(g). This means that the standard agreement is modified to comply with Minnesota state law, potentially offering different levels of trademark protection for franchisees operating in Minnesota compared to those in other states.