With whom is a Fly Fitness franchisee permitted to communicate regarding any infringement, challenge, or claim to the intellectual property?
Fly_Fitness Franchise · 2024 FDDAnswer from 2024 FDD Document
Franchisee shall notify Franchisor immediately via both email and telephone, of any apparent infringement of or challenge to Franchisee's use of any Intellectual Property and of any claim by any person of any rights in any Intellectual Property.
Franchisee shall not communicate with any person other than Franchisor or any designated affiliate thereof, their counsel and Franchisee's counsel in connection with any such infringement, challenge, or claim.
Franchisor shall have complete discretion to take such action as it deems appropriate in connection with the foregoing, and the right to control exclusively, or to delegate control to any of its affiliates of, any settlement, litigation or other proceeding arising out of any such alleged infringement, challenge or claim or otherwise relating to any Intellectual Property.
Franchisee agrees to execute any and all instruments and documents, render such assistance, and do such acts or things as may, in the opinion of Franchisor, reasonably be necessary or advisable to protect and maintain the interests of Franchisor or any other person or entity in any litigation or other proceeding or to otherwise protect and maintain the interests of Franchisor or any other interested party in the Intellectual Property.
Source: Item 22 — CONTRACTS (FDD pages 44–45)
What This Means (2024 FDD)
According to Fly Fitness's 2024 Franchise Disclosure Document, a franchisee is required to immediately notify Fly Fitness via both email and telephone of any apparent infringement or challenge to the franchisee's use of any intellectual property, or any claim by any person of any rights in any intellectual property. The franchisee is explicitly restricted from communicating with any person other than Fly Fitness, its designated affiliates, their counsel, and the franchisee's own counsel regarding such matters.
This provision ensures that Fly Fitness maintains control over the management and protection of its intellectual property. It prevents franchisees from taking actions or making statements that could potentially harm the brand's image or legal position. By centralizing communication through Fly Fitness and its designated representatives, the company can ensure a consistent and strategic approach to addressing intellectual property issues.
Fly Fitness retains complete discretion to take any action it deems appropriate regarding any infringement, challenge, or claim. They also have the exclusive right to control, or delegate control to any of its affiliates, any settlement, litigation, or other proceeding arising out of any alleged infringement, challenge, or claim relating to its intellectual property. The franchisee is obligated to execute any documents, provide assistance, and perform any actions deemed necessary by Fly Fitness to protect and maintain its interests in any litigation or proceeding related to the intellectual property.
This clause highlights the importance of intellectual property to the Fly Fitness franchise system and the franchisor's commitment to protecting its brand. For a prospective franchisee, this means understanding that they must rely on Fly Fitness to handle any intellectual property disputes and that they have a responsibility to cooperate fully in any legal proceedings.