What is the Exit franchisee's responsibility in reporting likely infringements of the Proprietary Marks to the Subfranchisor?
Exit Franchise · 2025 FDDAnswer from 2025 FDD Document
- (B) Franchisee shall promptly report all likely infringements of the Proprietary Marks to Subfranchisor and shall assist Subfranchisor or EXIT in resolving conflicts, without reimbursement or remuneration. Subfranchisor will investigate likely infringements and will undertake such efforts to protect the Proprietary Marks as it deems reasonable and appropriate. Subfranchisor, at its sole option, may undertake the prosecution of any such infringements and shall bear all costs of any such prosecution, except as otherwise provided in this Agreement.
- (C) If Subfranchisor or EXIT undertakes the defense or prosecution of any litigation relating to the Proprietary Marks, Franchisee agrees, without reimbursement or remuneration, to execute any and all documents and to do such acts and things as, in the opinion of legal counsel for Subfranchisor or EXIT, may be reasonably necessary for Franchisee to assist in such defense or prosecution.
(D) Franchisee shall make every effort to protect, maintain and advance the trade name, service mark, and the System, and shall report imitations and infringements upon them.
Source: Item 23 — RECEIPT (FDD pages 42–235)
What This Means (2025 FDD)
According to Exit's 2025 Franchise Disclosure Document, the franchisee has specific responsibilities regarding the Proprietary Marks. The Exit franchisee must promptly report all likely infringements of the Proprietary Marks to the Subfranchisor. Additionally, the franchisee is obligated to assist the Subfranchisor or Exit in resolving any conflicts related to these infringements. This assistance is required without any expectation of reimbursement or remuneration.
The Subfranchisor, upon receiving such reports, will investigate the likely infringements. The Subfranchisor will then undertake efforts to protect the Proprietary Marks as it deems reasonable and appropriate. This includes the option to prosecute any infringements, bearing all associated costs unless otherwise specified in the agreement.
Furthermore, if the Subfranchisor or Exit decides to defend or prosecute any litigation related to the Proprietary Marks, the Exit franchisee must execute all necessary documents and perform actions deemed reasonably necessary by legal counsel for the Subfranchisor or Exit. This assistance is also without reimbursement or remuneration. The franchisee is also expected to make every effort to protect, maintain, and advance the trade name, service mark, and the Exit system, and must report any imitations and infringements upon them.