What kind of assistance must a Petro Stopping Center franchisee provide in protecting the Marks and Copyrights?
Petro_Stopping_Center Franchise · 2025 FDDAnswer from 2025 FDD Document
y endorsed is processed for payment and we retain the proceeds. Among other things, we may shorten or change then-existing payment terms for your purchases of Products or Services in order to ensure that such payments are received prior to the expiration or termination of this Agreement.
10. MARKS.
10.1 Ownership and Goodwill of Marks and Copyrights. As between you and us, we own or have been licensed by our Affiliates, or otherwise, all rights, title and interest in and to the Marks and all information capable of being rendered into tangible form (i.e., copyrights) created in connection with or used in connection with the Petro System or your Petro Center (collectively, the "Copyrights"). The Copyrights include, for example, written materials, electronic data, software, Manuals, brochures, photography, the content and compilation of websites, graphics, and the like. Your right to use the Marks and the Copyrights is derived solely from this Agreement and limited to your operation of the Petro Center pursuant to and in compliance with this Agreement and all Petro System Standards we prescribe from time to time during the Term. Your unauthorized use of the Marks and the Copyrights will be a breach of this Agreement and an infringement of our rights in and to the Marks and the Copyrights. You acknowledge and agree that your usage of the Marks and the Copyrights and any goodwill established by such use will be exclusively for our benefit and that this Agreement does not confer any goodwill or other interests in the Marks or the Copyrights upon you (other than the right to operate the Petro Center in compliance with this Agreement). All provisions of this Agreement applicable to the Marks and the Copyrights apply to any additional proprietary trade and service marks, Copyrights and commercial symbols we authorize you to use.
10.2 Limitations on Your Use of Marks and Copyrights. You agree to use the Marks and Copyrights we designate and in the manner we designate as the sole identification of the Petro Center, except that you agree to identify yourself as the independent Owner in the manner we prescribe. You may not use modifying words, terms, designs or symbols (other than logos we license to you), in connection with the Marks or Copyrights, nor may you use any Mark or Copyright in connection with the performance or sale of any unauthorized services or products or in any modified form or other manner we have not expressly authorized in writing. No Mark or Copyright may be used in any advertising concerning the transfer, sale or other disposition of the Petro Center or an Ownership Interest in you. You agree to display the Marks and Copyrights prominently in the manner we prescribe at the Petro Center, on supplies or materials we designate and in connection with forms and advertising and marketing materials. You agree to give such notices of trade and service mark registrations as we specify and to obtain any fictitious or assumed name registrations required under applicable law. You must not use the Marks or any part of them as part of your corporate name or the legal name of your Business Entity.
10.3 Notification of Infringements and Claims. You agree to notify us immediately of any apparent infringement or challenge to your use of any Mark or Copyright, or of any claim by any Person of any rights in or to any Mark or Copyright, and you agree not to communicate with any Person other than us, our attorneys and your attorneys in connection with any such infringement, challenge or claim. We have sole discretion to take such action as we deem appropriate and the right to control exclusively any litigation, U.S. Patent and Trademark Office or U.S. Copyright Office proceeding or any other administrative proceeding arising out of any such infringement, challenge or claim or otherwise relating to any Mark or Copyright. You agree to sign any and all instruments and documents, render such assistance and do such acts and things as, in the opinion of our attorneys, may be necessary or advisable to protect and maintain our interests in any litigation or Patent and Trademark Office, U.S.
Source: Item 14 — Other investments (FDD pages 131–208)
What This Means (2025 FDD)
According to Petro Stopping Center's 2025 Franchise Disclosure Document, franchisees play a crucial role in protecting the brand's trademarks and copyrights. The franchisee's right to use Petro Stopping Center's Marks and Copyrights is solely derived from the franchise agreement and is specifically limited to the operation of their Petro Center in compliance with the agreement and all Petro System Standards. Unauthorized use of these Marks and Copyrights constitutes a breach of the agreement and an infringement of Petro Stopping Center's rights. Franchisees acknowledge that all goodwill established through their use of the Marks and Copyrights benefits Petro Stopping Center exclusively, and the agreement does not grant franchisees any independent interest in them beyond the right to operate the Petro Center as specified. All proprietary trade and service marks, Copyrights, and commercial symbols authorized for use are subject to the same provisions. Franchisees must use the designated Marks and Copyrights as the sole identification of the Petro Center, while also identifying themselves as the independent owner in a prescribed manner.
Franchisees are prohibited from using modifying words, terms, designs, or symbols (other than licensed logos) in connection with the Marks or Copyrights. They cannot use any Mark or Copyright to sell unauthorized services or products or in any manner not expressly authorized in writing by Petro Stopping Center. The Marks and Copyrights cannot be used in advertising related to the transfer, sale, or disposition of the Petro Center or any ownership interest in it. Franchisees are required to prominently display the Marks and Copyrights at the Petro Center, on designated supplies and materials, and in connection with forms, advertising, and marketing materials, as prescribed by Petro Stopping Center. They must also provide notices of trade and service mark registrations as specified and obtain any necessary fictitious or assumed name registrations under applicable law. Furthermore, franchisees are prohibited from using the Marks or any part of them as part of their corporate or business entity name.
Petro Stopping Center will indemnify franchisees against damages they are held liable for to third parties in proceedings arising from the franchisee's authorized use of the Marks or Copyrights, provided the use complies with the agreement. This indemnification covers claims by third parties alleging trademark or related rights infringements and includes reasonable costs incurred in defending such claims, provided the franchisee promptly notifies Petro Stopping Center of the claim and complies with the agreement terms. However, Petro Stopping Center will not indemnify franchisees for uses of the Marks or Copyrights that do not comply with the agreement. Franchisees must provide written notice of any such claim within 10 days of receipt and tender the defense of the claim to Petro Stopping Center, which has the right to manage the defense, including settling or resolving the claim and determining whether to appeal any final determination.
In practical terms, this means a Petro Stopping Center franchisee must be vigilant in ensuring all uses of the brand's trademarks and copyrighted materials are consistent with the standards and guidelines set by the franchisor. This includes everything from signage and advertising to the products and services offered. Failure to comply could result in legal action and a breach of the franchise agreement. The indemnification clause offers some protection, but it is contingent on the franchisee's adherence to the agreement and prompt notification of any claims. This framework is fairly typical in franchising, as franchisors must protect their intellectual property to maintain brand consistency and value across all locations.