What must a Healthsource Chiropractic franchisee do to assist in protecting Healthsource Chiropractic's interests in trademark litigation?
Healthsource_Chiropractic Franchise · 2025 FDDAnswer from 2025 FDD Document
16. RIGHTS AND OBLIGATIONS OF COMPANY AND FRANCHISE OWNER UPON TERMINATION OR EXPIRATION OF THE FRANCHISE.
16.1 Payment of Amounts Owed to HealthSource Chiropractic. You agree to pay us within five (5) days after the effective date of termination or expiration of the Franchise, or any later date that the amounts due to us are determined, all amounts owed to us or our affiliates which are then unpaid including, without limitation, any unpaid Initial Franchise Fee, any unpaid
Continuing Franchise Fees, and any termination fee, damages, costs or expenses owed by you pursuant to Section 15.3, together with any audit costs and expenses owed by you pursuant to Section 13.2.
- 16.2 Marks. Use of the Marks and Copyrightable Works after the termination or expiration of the Clinic Franchise will constitute the unlawful use of our intellectual property rights, which include trademarks and service marks. You agree that after the termination or expiration of the Franchise you will:
- a. not directly or indirectly at any time identify any business with which you are associated as a current or former HealthSource Chiropractic franchise or franchisee;
- b. not use any Mark, any colorable imitation of any Mark, or any Copyrightable Worksin any manner or for any purpose, or use for any purpose any trademark or other commercial symbol that suggests or indicates an association with us;
- c. return to us or destroy (whichever we specify) all customer lists, forms and materials containing any Mark or any Copyrightable Works or otherwise relating to a HealthSource Chiropractic franchise;
- d. remove all Marks affixed to uniforms or, at our direction, cease to use those uniforms; and
- e. take any action that may be required to cancel all fictitious or assumed name or equivalent registrations relating to your use of any Mark.
You irrevocably appoint HealthSource Chiropractic your attorney-in-fact to take the actions described in this paragraph if you do not do so yourself within 10 days after termination of this Agreement.
Source: Item 23 — Receipts (FDD pages 77–282)
What This Means (2025 FDD)
Based on the 2025 Franchise Disclosure Document, Healthsource Chiropractic emphasizes the importance of protecting its trademarks and service marks (collectively, "Marks"). As a franchisee, you must acknowledge that any use of the Marks and the goodwill established through that use will exclusively benefit Healthsource Chiropractic and its affiliates. The agreement specifies that franchisees do not acquire any goodwill or other interests in the Marks, aside from the right to operate the franchise in compliance with the agreement.
Healthsource Chiropractic retains the right to modify its Marks if it believes such changes will benefit the overall system. If changes occur, franchisees are obligated to promptly adopt these changes at their own expense. Healthsource Chiropractic is not responsible for reimbursing franchisees for any loss of revenue or expenses incurred due to these changes.
Upon termination or expiration of the franchise agreement, franchisees must cease all use of the Marks and cannot identify any business they are associated with as a current or former Healthsource Chiropractic franchise. Franchisees must also return or destroy all materials containing the Marks and take necessary actions to cancel any registrations related to their use of the Marks. If a franchisee fails to comply with these requirements within 10 days after termination, Healthsource Chiropractic is irrevocably appointed as the franchisee's attorney-in-fact to take these actions.