If Bens Soft Pretzels modifies the Marks, who is responsible for the expense?
Bens_Soft_Pretzels Franchise · 2025 FDDAnswer from 2025 FDD Document
You are not permitted to make any changes or substitutions of any kind in or to the use of the Marks unless we direct in writing. We may change the System presently identified by the Marks including the adoption of new Marks, new Menu Items, new products, new equipment or new techniques and you must adopt the changes in the System, as if they were part of the Franchise Agreement at the time of its execution. For example, we may require you to cease all use of the BEN'S SOFT PRETZELS Mark at any time and require you to use a different Mark as we may designate in connection with the operation and identification of your Store. There are no limitations on our right to change or modify the Marks and we may change or modify the Marks for any reason including, but not limited to, any challenge to our ownership of the Marks, a change in market conditions, or any claimed or actual infringement of our Marks. We will provide you with written notice of any changes or modifications to the Marks. Upon receipt of our written notice you will have a reasonable amount of time, not to exceed six (6) months, to change or modify your use of the Marks consistent with the terms contained in the written notice. By way of example only, if we require you to change or modify the Marks, you may be required to do any of the following: (i) change all signage (interior and exterior) used in connection with the operation or identification of your Store, (ii) cease all
use of any products, serving and/or convenience items containing the Marks, (iii) cease all use of any advertising or marketing materials containing the former Marks, and (iv) change your letterhead, business cards and any other items containing the former Marks. All changes or modifications to the Marks will be at your sole expense. We will have no liability or obligation as to your modification or discontinuance of any Mark.
Source: Item 13 — TRADEMARKS (FDD pages 32–33)
What This Means (2025 FDD)
According to Bens Soft Pretzels's 2025 Franchise Disclosure Document, if Bens Soft Pretzels requires a change or modification to the Marks, the franchisee is responsible for the expense. Bens Soft Pretzels may change the system identified by the Marks, including adopting new Marks, menu items, products, equipment, or techniques, and franchisees must adopt these changes as if they were part of the original Franchise Agreement.
This means that a Bens Soft Pretzels franchisee could be required to change all interior and exterior signage, cease using products or items containing the Marks, stop using advertising or marketing materials with the former Marks, and change letterheads or business cards. The franchisee bears the full financial burden of these changes. Bens Soft Pretzels assumes no liability or obligation for the franchisee's costs associated with modifying or discontinuing any Mark.
This is a significant consideration for prospective franchisees. It highlights the importance of understanding that while franchisees are granted the right to use Bens Soft Pretzels's trademarks, this right is subject to change at the franchisor's discretion. Franchisees need to be prepared for potential expenses related to rebranding or updating their store's image to comply with Bens Soft Pretzels's evolving brand strategy. It is fairly typical in franchising for the franchisee to bear the cost of implementing brand standard updates, but the scope of potential changes and associated costs should be carefully evaluated.
Prospective franchisees should inquire about the frequency and potential scope of trademark changes, as well as any historical examples of such changes within the Bens Soft Pretzels system. Understanding the potential financial impact of these changes is crucial for making an informed investment decision.