Is a Bojangles franchisee's right to use the Trade Dress limited to the term of the Franchise Agreement?
Bojangles Franchise · 2025 FDDAnswer from 2025 FDD Document
- E. With respect to Franchisee's licensed use of the Trade Dress pursuant to this Agreement, Franchisee agrees that:
- (1) Franchisees shall use only the Trade Dress designated by Franchisor, and shall use it only in the manner authorized and permitted by Franchisor.
- (2) Franchisee shall use the Trade Dress only for the operation of the Franchised Business and only at the location authorized hereunder or in advertising for the Franchised Business.
- (3) Franchisee's right to use the Trade Dress is limited to the term of this Agreement and shall automatically cease upon the expiration or earlier termination of this Agreement and is limited to such uses as are authorized under this Agreement, and any unauthorized use thereof, including but not limited to sublicensing a use of the Trade Dress, shall constitute an infringement of Franchisor's rights and a default under this Agreement.
- (4) In the event that litigation involving the Trade Dress is instituted or threatened against Franchisee, Franchisee shall promptly notify Franchisor. Franchisor shall conduct the defense, and bear the expense of such litigation, but shall be entitled to settle or otherwise dispose of the litigation on terms which, in its sole discretion, it may decide upon. Franchisee shall cooperate fully with Franchisor in defending or settling such litigation.
Source: Item 22 — CONTRACTS (FDD page 82)
What This Means (2025 FDD)
According to Bojangles's 2025 Franchise Disclosure Document, a franchisee's right to use the Trade Dress is indeed limited to the term of the Franchise Agreement. The Trade Dress includes elements such as color schemes, patterns, designs, decor, furnishings, and layout that define the Bojangles brand's visual identity.
Specifically, the agreement states that the franchisee's right to use the Trade Dress automatically ceases upon the expiration or earlier termination of the Franchise Agreement. Furthermore, the franchisee's use is restricted to the operation of the franchised business at the authorized location or in advertising for that business. Any unauthorized use, including sublicensing the Trade Dress, is considered an infringement of Bojangles's rights and a default under the agreement.
This provision is standard in franchising, ensuring that the franchisor maintains control over its brand identity and that the Trade Dress is not misused or diluted by former franchisees. It also reinforces that the franchisee's rights to use the Trade Dress are solely derived from the Franchise Agreement and do not grant any ownership interest.
In the event of litigation involving the Trade Dress, the franchisee is required to promptly notify Bojangles, which will then conduct the defense and bear the expenses. The franchisee must cooperate fully with Bojangles in defending or settling any such litigation. This arrangement protects the franchisee from bearing the full burden of legal action related to the Trade Dress, while also ensuring that Bojangles can protect its brand assets effectively.