What is a Spray Net franchisee required to do in connection with Spray Net's defense or settlement of any third-party claim regarding Proprietary Marks?
Spray_Net Franchise · 2025 FDDAnswer from 2025 FDD Document
anchisee notifies Franchisor in writing of this third-party claim within three (3) calendar days of receiving notice or otherwise learning of the claim. Franchisor will have complete control over the defense and, if appropriate, settlement negotiations and resolution regarding the claims described in this Section, including the right to select legal counsel Franchisor deems appropriate. Franchisee must fully cooperate with Franchisor in connection with Franchisor's defense or settlement of any third-party claim that Franchisor determines to take control of under this Section 7. Notwithstanding anything in this Section to the contrary, Franchisor's liability under this Section shall be limited to no more than the Initial Franchise Fee paid under this Agreement.
- N. Other Obligations of Franchisee. In addition to all other obligations of Franchisee with respect to the Proprietary Marks licensed herein, Franchisee agrees:
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- To feature and use the Proprietary Marks solely in the manner prescribed by Franchisor and not use the Proprietary Marks on the Internet or otherwise online, except as approved in writing by Franchisor; and
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- To observe all such requirements with respect to service mark, trademark and copyright notices, fictitious name registrations, and the display of the legal name or other identification of Franchisee as Franchisor may direct in writing from time to time.
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8. OPERATIONS MANUALS AND CONFIDENTIAL INFORMATION
- A. Manuals. Franchisor will loan or provide online access to one (1) copy of the Manuals to Franchisee. The Manuals shall at all times remain the sole property of Franchisor and any and all copies (hard copies or electronic files) of the Manuals must be returned to Franchisor upon termination or expiration and non-renewal of this Agreement. In order to protect the reputation and goodwill of Franchisor and the System, and to maintain uniform standards of operation under Franchisor'
Source: Item 23 — RECEIPTS (FDD pages 75–219)
What This Means (2025 FDD)
According to Spray Net's 2025 Franchise Disclosure Document, a franchisee must fully cooperate with Spray Net in its defense or settlement of any third-party claim that Spray Net decides to take control of. This cooperation includes executing any and all documents and performing actions deemed necessary by Spray Net's legal counsel to carry out the defense or prosecution.
Additionally, the franchisee is obligated to notify Spray Net within three calendar days of any suspected infringement or challenge to the validity or ownership of the Proprietary Marks. The franchisee must also refrain from communicating with anyone other than Spray Net or its legal counsel regarding any such infringement, challenge, or claim. Spray Net retains the right to control any administrative proceeding or litigation involving the Proprietary Marks.
Spray Net will indemnify and defend the franchisee against third-party claims arising solely from the franchisee's authorized use of the Proprietary Marks, provided the franchisee's use complies with Spray Net's standards and specifications. The franchisee must also notify Spray Net in writing of any such claim within three calendar days of receiving notice. However, Spray Net's liability is limited to the amount of the Initial Franchise Fee paid under the agreement.