In litigation brought or defended by Southern Steer to protect the franchisee's use of licensed copyrighted materials or Confidential Information and Trade Secrets, who pays the associated costs?
Southern_Steer Franchise · 2025 FDDAnswer from 2025 FDD Document
You must immediately inform Us if You learn of any unauthorized use or infringement of, or challenge to, the copyrighted materials or any of the Confidential Information or Trade Secrets. We will take the action We deem appropriate, in Our sole discretion. If anyone establishes to Our satisfaction that its rights to the materials are superior, then You must modify or discontinue Your use of the materials as We require. We are not required to take affirmative action when notified of such infringement and We are not contractually obligated by the Franchise Agreement to protect You against claims of infringement or unfair competition involving the copyrighted materials or Confidential Information and Trade Secrets, but it is Our policy to do so when, in the opinion of Our counsel, Your rights require protection. We will pay costs, including attorneys' fees and court costs, associated with any litigation that We elect to bring or defend to protect Your use of the licensed copyrighted materials or Confidential Information and Trade Secrets. We do not indemnify You for expenses or damages incurred by You. You are obligated to fully cooperate with Us in any litigation We bring or defend for Your benefit. We will control any administrative proceeding or litigation involving Our copyrighted materials or Confidential Information and Trade Secrets.
Source: Item 14 — ITEM. 14 PATENTS, COPYRIGHTS AND PROPRIETARY INFORMATION (FDD pages 40–41)
What This Means (2025 FDD)
According to Southern Steer's 2025 Franchise Disclosure Document, Southern Steer will cover the costs associated with litigation they choose to initiate or defend to protect a franchisee's use of licensed copyrighted materials, Confidential Information, and Trade Secrets. These costs include attorneys' fees and court costs. However, Southern Steer does not provide indemnification for expenses or damages incurred by the franchisee themselves. The franchisee is obligated to fully cooperate with Southern Steer in any such litigation. Southern Steer retains control over any administrative proceeding or litigation involving their copyrighted materials, Confidential Information, and Trade Secrets.
This means that if Southern Steer decides to take legal action to protect the franchisee's right to use their licensed materials, Southern Steer will pay for the legal expenses. However, if the franchisee incurs separate expenses or damages, Southern Steer is not responsible for covering those. The franchisee's cooperation is mandatory in any litigation Southern Steer brings or defends for the franchisee's benefit.
It is also important to note that Southern Steer is not contractually obligated by the Franchise Agreement to protect franchisees against claims of infringement or unfair competition involving the copyrighted materials or Confidential Information and Trade Secrets. However, it is Southern Steer's policy to do so when, in the opinion of their counsel, the franchisee's rights require protection. This policy is not a guarantee, and the decision to take action remains at Southern Steer's discretion.