What must a Baya Bar franchisee do to protect Baya Bar's interests in litigation?
Baya_Bar Franchise · 2024 FDDAnswer from 2024 FDD Document
sch intends to file all affidavits and other documents required to maintain his interest in and to the Marks.
You must immediately notify us of any apparent infringement of the Marks or challenge to your use of any of the Marks or claim by any person of any rights in any of the Marks. You are not permitted to communicate with any person other than us, or any designated affiliate, our counsel and your counsel involving any infringement, challenge or claim. We can take action and have the right to exclusively control any litigation or USPTO or other administrative or agency proceeding caused by any infringement, challenge or claim or otherwise relating to any of the Marks. You must sign any and all documents, and do what may, in our counsel's opinion, be necessary or advisable to protect our interests in any litigation or USPTO or other administrative or agency proceeding or to otherwise protect and maintain our interests and the interests of any other person or entity (including any affiliate) having an interest in the Marks.
We will indemnify you against and reimburse you for all damages for which you are held liable for your use of any of the Marks, provided that your conduct in the proceeding and use of the Marks is in full compliance with the terms of the Franchise Agreement.
Except as provided above, we are not obligated by the Franchise Agreement to protect any rights granted to you to use the Marks or to protect you against claims of infringement or unfair competition with respect to them. Although we are not contractually obligated to protect the Marks or your right to use them, as a matter of corporate policy we intend to defend the Marks vigorously.
Source: Item 13 — TRADEMARKS (FDD pages 40–41)
What This Means (2024 FDD)
According to Baya Bar's 2024 Franchise Disclosure Document, franchisees have specific obligations to protect Baya Bar's interests related to its trademarks. If a franchisee notices any potential infringement of Baya Bar's marks, faces a challenge to their use of the marks, or becomes aware of any claim by another party regarding rights to the marks, they must immediately notify Baya Bar.
The franchisee is not allowed to communicate with anyone other than Baya Bar, its designated affiliates, their counsel, or the franchisee's own counsel regarding any infringement, challenge, or claim. Baya Bar retains the exclusive right to control any litigation, USPTO proceedings, or other administrative actions arising from infringement, challenges, or claims related to the marks.
To further protect Baya Bar's interests, a franchisee must sign any documents and take any actions deemed necessary or advisable by Baya Bar's counsel. This includes actions to protect the interests of Baya Bar, its affiliates, or any other entity with an interest in the marks during litigation, USPTO proceedings, or other administrative processes. Baya Bar will indemnify franchisees against damages they are held liable for related to the use of the marks, as long as the franchisee's conduct and use of the marks fully complies with the terms of the Franchise Agreement.
These stipulations are fairly standard in franchising, as franchisors need to protect their brand's intellectual property. While Baya Bar is not contractually obligated to protect the rights granted to franchisees to use the marks or protect them against claims of infringement or unfair competition, Baya Bar states that it intends to defend the marks vigorously as a matter of corporate policy.