Who controls litigation arising from infringement of The Standardx's Copyrighted Materials?
The_Standardx Franchise · 2025 FDDAnswer from 2025 FDD Document
You must notify us immediately of any apparent infringement or challenge to your use of any Copyrighted Materials or Confidential Information, or of any person's claim of any rights in any Copyrighted Materials or Confidential Information, and not communicate with any person other than us, our affiliates, and our and their attorneys, and your attorneys, regarding any infringement, challenge, or claim. We and our affiliates may take the action we and they deem appropriate (including no action) and control exclusively any litigation or administrative proceeding arising from any infringement, challenge, or claim or otherwise concerning any Copyrighted Materials or Confidential Information. You must sign any documents and take any other reasonable actions that, in the opinion of our and our affiliates' attorneys, are necessary or advisable to protect and maintain our and our affiliates' interests in any litigation or other proceeding or otherwise to protect and maintain our and our affiliates' interests in the Copyrighted Materials and Confidential Information. We will reimburse your reasonable out-of-pocket costs for taking any requested action.
We need not participate in your defense nor indemnify you for damages and expenses you incur if you are a party to any administrative or judicial proceeding involving any Copyrighted Materials or if the proceeding is resolved unfavorably to you. If it becomes advisable at any time in our sole judgment for you to modify or discontinue using any of the Copyrighted Materials and/or for you to use one or more additional or substitute copyrighted or copyrightable items, you must immediately comply with our directions.
Source: Item 14 — PATENTS, COPYRIGHTS AND PROPRIETARY INFORMATION (FDD pages 68–71)
What This Means (2025 FDD)
According to The Standardx's 2025 Franchise Disclosure Document, The Standardx and its affiliates maintain exclusive control over any litigation or administrative proceedings related to infringement, challenges, or claims concerning its Copyrighted Materials or Confidential Information. This means that if a situation arises where someone is believed to be infringing on The Standardx's copyrights, the franchisor, not the franchisee, will decide how to proceed, including whether or not to take legal action. The franchisee is required to notify The Standardx immediately of any potential infringement or challenges to the use of Copyrighted Materials or Confidential Information.
As a franchisee, you are obligated to cooperate fully with The Standardx in any such legal matters. This includes signing documents and taking other reasonable actions deemed necessary by The Standardx's attorneys to protect their interests in the Copyrighted Materials and Confidential Information. The Standardx will reimburse the franchisee for reasonable out-of-pocket costs incurred while taking these requested actions.
However, The Standardx is not obligated to participate in the franchisee's defense or indemnify them for damages and expenses if the franchisee becomes a party to an administrative or judicial proceeding involving the Copyrighted Materials, especially if the proceeding is resolved unfavorably to the franchisee. This highlights a potential risk for franchisees, as they may bear the costs of defending themselves in legal proceedings related to The Standardx's Copyrighted Materials without direct support from the franchisor.
Furthermore, The Standardx retains the right to direct franchisees to modify or discontinue using any of the Copyrighted Materials, or to use substitute copyrighted items, at its sole discretion. Franchisees must comply immediately with these directions. This provision underscores the franchisor's control over its intellectual property and the franchisee's dependence on adhering to The Standardx's instructions regarding the use of these materials.