Does Mr. Sandless have the right to defend a claim against a franchisee related to trademark use?

According to Mr. Sandless's 2025 Franchise Disclosure Document, if a claim is made against a franchisee regarding the use of Mr. Sandless's proprietary marks, trade names, or copyrighted materials, the franchisee must promptly notify Mr. Sandless. Mr. Sandless has the discretionary right to take any action it deems necessary to address the claim, including the right to defend, compromise, or settle the claim using attorneys of its own choosing. The franchisee is required to cooperate fully with Mr. Sandless in such matters.

Mr. Sandless will protect, defend, and indemnify the franchisee in connection with the claim, unless the claim arises out of the franchisee's use of the proprietary marks, trade names, and copyrighted materials in violation of the Franchise Agreement, the Manual, or otherwise. This means that if the franchisee follows the guidelines and rules set forth by Mr. Sandless, they will be defended and protected by the company in case of a claim. However, if the franchisee violates the agreement, they will not be indemnified.

This arrangement is fairly typical in franchising, where the franchisor maintains control over the brand and its trademarks. It is important for a prospective Mr. Sandless franchisee to understand their obligations regarding the use of the trademarks and copyrighted materials to ensure they are protected under this clause. Franchisees should carefully review the Franchise Agreement and the Manual to fully understand the proper use of Mr. Sandless's intellectual property.