What action must a Gokhale Method franchisee take to be indemnified for damages arising from the use of the Marks?
Gokhale_Method Franchise · 2024 FDDAnswer from 2024 FDD Document
We will indemnify you against, and reimburse you for, all damages for which you are held liable in any proceeding arising out of your authorized use of any Marks under the Franchise Agreement and, except as provided in the Franchise Agreement, for all costs you reasonably incur in defending any claim brought against you or any proceeding in which you are named as a party, if you have timely notified us of the claim or proceeding and you are in compliance with the Franchise Agreement and all other agreements entered into with us. In our sole business judgment, we will be entitled to prosecute, defend or settle any proceeding arising out of your use of any Mark, and, if we decide to prosecute, defend or settle any matter, we will have no obligation to indemnify or reimburse you for any fees or disbursements of counsel you retain.
Source: Item 13 — TRADEMARKS (FDD pages 24–25)
What This Means (2024 FDD)
According to the 2024 Gokhale Method Franchise Disclosure Document, Gokhale Method will indemnify a franchisee against damages for which the franchisee is held liable in any proceeding arising out of the authorized use of any Marks under the Franchise Agreement. Gokhale Method will also reimburse the franchisee for all costs reasonably incurred in defending any claim brought against them or any proceeding in which they are named as a party.
However, this indemnification is conditional. To be eligible, the franchisee must have notified Gokhale Method of the claim or proceeding in a timely manner. Additionally, the franchisee must be in compliance with the Franchise Agreement and all other agreements entered into with Gokhale Method.
Gokhale Method retains the right to manage the legal proceedings related to the use of the Marks. In its sole business judgment, Gokhale Method is entitled to prosecute, defend, or settle any proceeding arising out of the franchisee's use of any Mark. If Gokhale Method decides to handle the matter, it has no obligation to indemnify or reimburse the franchisee for any fees or disbursements of counsel the franchisee retains.