Is Hck Hot Chicken required to provide indemnification to an Hck Hot Chicken franchisee in connection with any proceeding related to the Copyrighted Works, Confidential Information or Trade Secrets?
Hck_Hot_Chicken Franchise · 2025 FDDAnswer from 2025 FDD Document
he operation of other HCK Hot Chicken Franchises during the term of the Franchise Agreement.
You must notify us within three days after you learn about another's use of language, a visual image, or a recording of any kind, that you perceive to be identical or substantially similar to one of our Copyrighted Works or use of our Confidential Information or Trade Secrets, or if someone challenges your use of our Copyrighted Works, Confidential Information or Trade Secrets. We will take whatever action we deem appropriate, in our sole and absolute discretion, to protect our rights in and to the Copyrighted Works, Confidential Information or Trade Secrets, which may include payment of reasonable costs associated with the action. However, the Franchise Agreement does not require us to take affirmative action in response to any apparent infringement of, or challenge to, your use of any Copyrighted Works, Confidential Information or Trade Secrets or claim by any person of any rights in any Copyrighted Works, Confidential Information or Trade Secrets, and we are not required to participate in the defense of, or provide indemnification to you in connection with, any proceeding related to the Copyrighted Works, Confidential Information or Trade Secrets. You must not directly or indirectly contest our rights to our Copyrighted Works, Confidential Information or Trade Secrets. You may not communicate with anyone except us, our counsel or our designees regarding any infringement, challenge, or claim. We will take action as we deem appropriate regarding any infringement, challenge or claim, and the sole right to control, exclusively, any litigation or other proceeding arising out of any infringement, challenge or claim under any Copyrighted Works, Confidential Information or Trade Secrets. You must sign any and all instruments and documents, give the assistance and do acts and things that may, in the opinion of our counsel, be necessary to protect and maintain our interests in any litigation or proceeding, or to protect and maintain our interests in the Copyrighted Works, Confidential Information or
Trade Secrets. If we require you to modify or discontinue use of the Copyrighted Works, Confidential Information or Trade Secrets, you must comply with all of our requirements.
Source: Item 14 — PATENTS, COPYRIGHTS, AND PROPRIETARY INFORMATION (FDD pages 41–43)
What This Means (2025 FDD)
According to Hck Hot Chicken's 2025 Franchise Disclosure Document, Hck Hot Chicken is not required to participate in the defense of, or provide indemnification to franchisees in connection with any legal proceeding related to the Copyrighted Works, Confidential Information, or Trade Secrets. However, if a franchisee learns about another party's use of language, a visual image, or a recording that is substantially similar to Hck Hot Chicken's Copyrighted Works, Confidential Information, or Trade Secrets, or if someone challenges the franchisee's use of these items, the franchisee must notify Hck Hot Chicken within three days.
Hck Hot Chicken retains the sole and absolute discretion to take any action it deems appropriate to protect its rights, including paying reasonable costs associated with such action. Franchisees are prohibited from directly or indirectly contesting Hck Hot Chicken's rights to its Copyrighted Works, Confidential Information, or Trade Secrets. Franchisees must communicate only with Hck Hot Chicken, its counsel, or its designees regarding any infringement, challenge, or claim. Hck Hot Chicken will take action as it deems appropriate regarding any infringement, challenge, or claim, and it has the exclusive right to control any litigation or other proceeding arising out of any infringement, challenge, or claim under any Copyrighted Works, Confidential Information, or Trade Secrets.
Furthermore, franchisees are obligated to sign all necessary documents and provide assistance to protect Hck Hot Chicken's interests in any litigation or proceeding. If Hck Hot Chicken requires a franchisee to modify or discontinue the use of Copyrighted Works, Confidential Information, or Trade Secrets, the franchisee must comply with all requirements. This means that while Hck Hot Chicken owns and protects its intellectual property, the franchisee bears the risk of legal challenges without a guarantee of support or indemnification from Hck Hot Chicken.