What assistance must a franchisee provide to Bhc in the event of trademark litigation?
Bhc Franchise · 2025 FDDAnswer from 2025 FDD Document
You must notify us immediately when you learn about an infringement of or challenge to your use of our Marks. We will take the action we think appropriate. We will have sole discretion to take the action we deem appropriate and will have the right to control exclusively any litigation or U.S. Patent and Trademark Office proceeding arising out of any infringement, challenge or claim relating to any principal
trademark. You must sign all documents, render assistance, and do all things that our counsel deems necessary to protect our interests in any litigation or U.S. Patent and Trademark Office proceeding or otherwise to protect our interests in the principal trademarks.
Source: Item 14 — Patents, Copyrights, And Proprietary Information (FDD pages 41–42)
What This Means (2025 FDD)
According to Bhc's 2025 Franchise Disclosure Document, franchisees have specific obligations to assist Bhc in protecting its trademarks. If a franchisee learns of any infringement or challenge to the use of Bhc's marks, they must notify Bhc immediately. Bhc retains sole discretion in determining the appropriate action to take, including controlling any litigation or proceedings with the U.S. Patent and Trademark Office related to the principal trademark.
Specifically, the franchisee is required to provide assistance to Bhc in these matters. This includes signing all necessary documents and rendering any assistance that Bhc's counsel deems necessary. Franchisees must also perform all actions deemed necessary by Bhc's counsel to protect Bhc's interests in any litigation, U.S. Patent and Trademark Office proceeding, or to otherwise protect Bhc's interests in its principal trademarks.
While Bhc is not required to defend the franchisee against claims related to the use of Bhc's marks, Bhc will reimburse the franchisee for their liability and reasonable costs incurred in defending Bhc's marks, provided the franchisee notified Bhc immediately upon learning of the infringement or challenge. Franchisees are also prohibited from contesting Bhc's rights to its trademarks, trade secrets, or business techniques.
These stipulations are typical in franchising, as the franchisor needs to maintain tight control over its brand and intellectual property. Franchisees benefit from the brand's reputation but must also actively support its protection. The reimbursement provision offers some financial protection to franchisees, but the primary responsibility for defending the trademarks rests with Bhc.