Is Buildingstars obligated to defend its marks against infringement claims?
Buildingstars Franchise · 2025 FDDAnswer from 2025 FDD Document
- B. Contest of Marks. FRANCHISEE will not directly or indirectly contest or aid in contesting the validity or ownership of the Marks, trade secrets, methods, procedures and advertising techniques which are part of the System, or contest BUILDINGSTARS and BUILDINGSTARS' Affiliates' right to register, use or license others to use such names and Marks, trade secrets, methods, procedures and techniques. FRANCHISEE will not at any time (whether during the term of this Agreement or after expiration or termination thereof) directly or indirectly commit an act of infringement. FRANCHISEE agrees to promptly notify BUILDINGSTARS of any claim, demand, or suit based upon or arising from any attempt by anyone else to use the Marks, or any colorable variation thereof. BUILDINGSTARS or BUILDINGSTARS' Affiliates shall have the sole discretion to determine if they will defend the use of the Marks, and they are not obligated to defend the Marks. BUILDINGSTARS or BUILDINGSTARS' Affiliates have the right to control any administrative proceeding or litigation involving the Marks. FRANCHISEE shall execute any and all instruments and documents, render assistance, and do such acts as may, in the opinion of BUILDINGSTARS' counsel, be necessary or advisable to protect the interests of BUILDINGSTARS or its Affiliates in any such litigation, or proceedings, or to otherwise protect and maintain the interest of BUILDINGSTARS or its Affiliates in the Marks.
Source: Item 22 — CONTRACTS (FDD page 43)
What This Means (2025 FDD)
According to Buildingstars's 2025 Franchise Disclosure Document, Buildingstars is not obligated to defend its marks against infringement. While the franchisee must notify Buildingstars of any potential infringement, Buildingstars has sole discretion in deciding whether to defend the marks.
This means that if a third party infringes on the Buildingstars trademark, the franchisee is responsible for informing Buildingstars. However, Buildingstars ultimately decides if legal action is taken. This decision is at Buildingstars's sole discretion, and they are not required to act.
This aspect of the franchise agreement places the responsibility for monitoring trademark infringement on the franchisee, but the financial burden and decision-making power regarding legal defense remain with Buildingstars. However, Buildingstars is not obligated to defend the marks. This could be a significant risk for franchisees if Buildingstars chooses not to defend the marks in a situation where infringement is harming the franchisee's business.
Many franchise agreements stipulate that the franchisor will take action to protect its trademarks, as these marks are essential to the brand's identity and the franchisees' businesses. The fact that Buildingstars is not obligated to defend its marks is an important point for potential franchisees to consider. Prospective franchisees should inquire about Buildingstars's history of trademark enforcement and its criteria for deciding when to defend its marks.