If litigation involving the Dryject trademarks is instituted or threatened against a franchisee, what is the franchisee required to do?
Dryject Franchise · 2025 FDDAnswer from 2025 FDD Document
The Franchise Agreement does not contain any provisions under which we are required to defend or indemnify you against any claims of infringement or unfair competition arising out of your use of the Marks. If litigation involving the Marks is instituted or threatened against you, you must notify us promptly and cooperate fully with us in defending or settling the litigation. Should we elect to protect the Marks or protect you against claims of infringement, we will have the right to control any administrative proceeding or litigation involving a trademark licensed by us to you.
You must sign all documents requested by us or our counsel that are necessary to protect our Marks or to maintain their validity and enforceability.
Source: Item 13 — TRADEMARKS (FDD pages 35–36)
What This Means (2025 FDD)
According to Dryject's 2025 Franchise Disclosure Document, if a franchisee faces litigation or a threatened lawsuit involving the Dryject trademarks, they must promptly notify Dryject and fully cooperate in defending or settling the litigation. While Dryject is not obligated to defend or indemnify franchisees against infringement claims arising from their use of the trademarks, Dryject retains the right to control any administrative proceeding or litigation related to the trademarks licensed to the franchisee, should they choose to protect the trademarks or the franchisee.
This means that if a Dryject franchisee is sued for trademark infringement, they cannot handle the matter independently. They are legally bound to inform Dryject immediately and work with them throughout the legal process. This obligation to cooperate includes providing all necessary information and documentation to Dryject and following their instructions regarding the defense or settlement of the case.
This arrangement is fairly typical in franchising, as franchisors have a strong interest in protecting their trademarks, which represent the brand's identity and reputation. By retaining control over trademark litigation, Dryject can ensure a consistent legal strategy and protect the overall value of the Dryject brand. However, the franchisee bears the initial burden of a lawsuit and must rely on Dryject's willingness to step in and take control of the legal proceedings.
Furthermore, the franchisee is required to sign all documents requested by Dryject or its counsel to protect the trademarks or maintain their validity and enforceability. This clause underscores the franchisee's responsibility to actively support Dryject's efforts to safeguard its trademarks, which are crucial to the entire franchise system.