If Mrcool modifies or replaces the Licensed Marks, what is Mrcool's sole liability and obligation to the franchisee?
Mrcool Franchise · 2025 FDDAnswer from 2025 FDD Document
If any third party establishes, to our satisfaction and in our discretion that its rights to the Licensed Marks are, for any legal reason, superior to any of our rights or of a nature that we believe, in our discretion, that
it is advisable to discontinue and/or modify the Licensed Marks, then we will modify and/or replace the Licensed Marks and you must use the substitutions, replacements and/or variations of and/or to the Licensed Marks and use the those trademarks, service marks, logos and trade names required and designated by us. In such event, our sole liability and obligation will be to reimburse you for the direct out-of-pocket costs of complying with this obligation, which you must document to our satisfaction, including, by way of example, alterations in signage and replacement of marketing materials.
Source: Item 13 — TRADEMARKS (FDD pages 37–41)
What This Means (2025 FDD)
According to Mrcool's 2025 Franchise Disclosure Document, if a third party establishes rights to the Licensed Marks that are superior to Mrcool's, or if Mrcool believes it advisable to discontinue or modify the Licensed Marks, Mrcool will modify or replace them. In this case, franchisees must use the substitutions, replacements, or variations designated by Mrcool.
Mrcool's sole liability and obligation to the franchisee is to reimburse the franchisee for direct out-of-pocket costs of complying with the obligation to change the marks. These costs must be documented to Mrcool's satisfaction. Examples of reimbursable costs include alterations in signage and replacement of marketing materials.
This means that while Mrcool will cover the direct costs of updating the branding, the franchisee will likely bear indirect costs and potential business disruption during the transition. It is important for a prospective franchisee to understand this potential financial responsibility and factor it into their business planning.