What is the Floyds 99 franchisee's obligation in the event of litigation regarding trademark infringement?
Floyds_99 Franchise · 2025 FDDAnswer from 2025 FDD Document
- 15.4 Mark Infringement.
The Franchisee shall notify the Franchisor in writing of any possible infringement or illegal use by others of a trademark the same as or confusingly similar to the Marks or of any copyrighted work of the Franchisor which may come to its attention.
The Franchisee acknowledges that the Franchisor shall have the right, in its sole discretion, to determine whether any action will be taken on account of any possible infringement or illegal use.
The Franchisor may commence or prosecute such action in the Franchisor's own name, the name of Floyd's 99 Holdings, LLC and may join the Franchisee as a party to the action if the Franchisor determines it to be reasonably necessary for the continued protection and quality control of the Marks, Licensed Methods and copyrighted works.
The Franchisor shall bear the reasonable cost of any such action, including attorneys' fees.
The Franchisee must fully cooperate with the Franchisor in any such litigation.
The Franchisor shall indemnify and hold the Franchisee harmless from, and reimburse the Franchisee for, any loss, liability, claim or damages (collectively, the "Claims"), and all reasonable costs, expenses and attorneys' fees incurred defending any Claims brought against the Franchisee, or in any action in which the Franchisee is named as a party, which arises out of or is related to the Franchisee's authorized use of any Mark or copyrighted work of the Franchisor, which use is in compliance with the terms of this Agreement.
The Franchisee shall timely notify the Franchisor of any Claims for which it is seeking indemnity hereunder.
The Franchisor, at its option, shall be entitled to control the defense of any action or proceeding involving any Claims.
Source: Item 22 — CONTRACTS (FDD pages 57–58)
What This Means (2025 FDD)
According to the 2025 Floyds 99 Franchise Disclosure Document, the franchisee has specific obligations regarding trademark infringement. The franchisee must promptly inform Floyds 99 of any potential trademark infringements or unauthorized use of marks that are similar to Floyds 99's trademarks, or any copyrighted work belonging to Floyds 99 that they become aware of.
Floyds 99 retains the sole right to decide whether to take action against the potential infringement or illegal use. Floyds 99 can initiate legal action in its own name or the name of Floyd's 99 Holdings, LLC, and may include the franchisee in the action if it is deemed necessary to protect the trademarks, licensed methods, and copyrighted works. The franchisee is obligated to fully cooperate with Floyds 99 in any such litigation.
Floyds 99 will cover the reasonable costs of any legal action, including attorney's fees. Furthermore, Floyds 99 will protect the franchisee from any losses, liabilities, claims, or damages, including reasonable costs, expenses, and attorney's fees, if the franchisee faces claims or is involved in legal actions due to their authorized use of Floyds 99's trademarks or copyrighted material, provided that the franchisee's use complies with the franchise agreement. The franchisee must promptly notify Floyds 99 of any claims for which they seek protection, and Floyds 99 has the option to control the defense of any action or proceeding involving such claims.