Who is responsible for fees and expenses related to Trademark litigation for a Kitchen Solvers franchise?
Kitchen_Solvers Franchise · 2025 FDDAnswer from 2025 FDD Document
- D. Litigation. In the event any person or entity improperly uses or infringes the Trademarks, we will control all litigation and we have the right to decide as to whether suit will be instituted, prosecuted or settled, the terms of settlement and whether any other action will be taken. You must promptly notify us of any such use or infringement of which you are aware. You must promptly inform us of any claim arising out of your use of any Trademark and must, without compensation, cooperate with us in any action we undertake. We or our affiliate will be responsible for our fees and expenses with any such action, unless the challenge or claim results from your misuse of the Trademarks in violation of this Agreement, in which case you must reimburse us for our fees and expenses.
- E. Changes. You may not make any changes or substitutions to Trademarks unless directed by us in writing. We reserve the right to change the Trademarks at any time. Upon receipt of our notice to change the Trademarks, you must cease using the former Trademarks and commence using the changed Trademarks, at your expense. In the limited circumstance that we require you to change the Trademarks in response to a third party claim that its rights to use the Trademarks are superior to our rights, you must make the changes at your expense, except that we will reimburse you for any new signage that we determine is necessary, provided you have cooperated with any action we undertake with regard to the third party claim.
Source: Item 22 — Contracts (FDD page 49)
What This Means (2025 FDD)
According to Kitchen Solvers's 2025 Franchise Disclosure Document, Kitchen Solvers retains control over trademark litigation. Kitchen Solvers decides whether to initiate, prosecute, or settle suits regarding trademark infringements. The franchisee is required to promptly inform Kitchen Solvers of any trademark use or infringement they become aware of, and must cooperate with Kitchen Solvers in any related action without compensation.
Kitchen Solvers or its affiliates will generally be responsible for their own fees and expenses in trademark litigation. However, there's a significant exception: if the trademark challenge or claim arises due to the franchisee's misuse of the trademarks in violation of the Franchise Agreement, the franchisee is responsible for reimbursing Kitchen Solvers for their fees and expenses. This creates a financial risk for franchisees if they fail to adhere strictly to Kitchen Solvers's trademark usage guidelines.
In cases where Kitchen Solvers requires the franchisee to change trademarks due to a third-party claim of superior rights, the franchisee is responsible for the expenses associated with the change. However, Kitchen Solvers will reimburse the franchisee for any new signage deemed necessary, provided the franchisee has cooperated with any action Kitchen Solvers undertakes regarding the third-party claim. This provision offers some financial protection to the franchisee in specific circumstances where trademark changes are mandated by Kitchen Solvers due to external claims.