What constitutes unauthorized use of the Marks for a Sonesta Select Sonesta Essential hotel?
Sonesta_Select_Sonesta_Essential Franchise · 2025 FDDAnswer from 2025 FDD Document
Opening your Hotel before we authorize you to open will constitute unauthorized use of the Marks and a material breach of the Franchise Agreement.
If you open your Hotel prior to our authorization, you agree to pay to us damages as set forth in Section 14.G(3) of the Franchise Agreement.
You (or your owners) may not use any Mark (1) as part of any corporate or legal business name, (2) with any prefix, suffix, or other modifying words, terms, designs, or symbols (other than logos we have licensed to you), (3) in selling any unauthorized services or products, (4) as part of any domain name, homepage, electronic address, or otherwise in connection with a Website (unless in connection with our approved Franchise System Website), (5) in any user name, screen name, domain name, homepage, electronic address, social media account, other online presence or presence on any electronic, virtual, or digital medium of any kind ("Online Presence"), (6) any business operated separate from your Hotel, including the name or identity of developments adjacent to or associated with your Hotel, or (7) in any other manner that we have not expressly authorized in writing.
Your right to use the Marks is derived only from this Agreement and limited to your operating your Hotel according to this Agreement and all Brand Standards we prescribe during its term.
Your or your owners' unauthorized use of the Marks is a breach of this Agreement and infringes our and our affiliates' rights in the Marks.
If it becomes advisable, in our opinion, at any time for us to require you to modify or discontinue using any Mark or to use one or more additional or substitute trademarks or service marks, you agree to comply with our directions within a reasonable time after
receiving notice. We need not reimburse you for your expenses of changing the exterior and interior signs, stationery, packaging, operating equipment and supplies, employee uniforms, brochures and other promotional material, or any other items used at or in connection with your Hotel, for any loss of revenue due to any modified or discontinued Mark, or for your expenses of promoting a modified or substitute trademark or service mark.
Source: Item 22 — CONTRACTS (FDD page 84)
What This Means (2025 FDD)
According to the 2025 Franchise Disclosure Document, unauthorized use of the Marks for a Sonesta Select Sonesta Essential hotel can occur in several ways. One specific instance mentioned is opening the hotel before receiving written authorization from Sonesta Select Sonesta Essential. Doing so constitutes both unauthorized use of the Marks and a material breach of the Franchise Agreement.
Beyond premature opening, Sonesta Select Sonesta Essential outlines further restrictions on mark usage. Franchisees (or their owners) cannot use any Mark as part of a corporate or legal business name, or with unauthorized modifications like prefixes or suffixes. They are also prohibited from using the Marks to sell unauthorized services or products, or as part of any domain name (except for the approved Franchise System Website). These restrictions extend to any online presence, including social media accounts. The Marks cannot be used in connection with any business operated separately from the hotel, or in advertising the sale of the hotel without prior written consent.
Sonesta Select Sonesta Essential emphasizes that the franchisee's right to use the Marks is solely derived from the Franchise Agreement and is limited to operating the hotel according to the agreement and all prescribed Brand Standards. Any unauthorized use infringes upon Sonesta Select Sonesta Essential's rights in the Marks. The franchisee acknowledges that all goodwill established through the use of the Marks benefits Sonesta Select Sonesta Essential, and the agreement does not confer any independent goodwill or other interests in the Marks to the franchisee.
If Sonesta Select Sonesta Essential requires the franchisee to modify or discontinue using any Mark, the franchisee must comply with these directions after receiving notice. However, Sonesta Select Sonesta Essential is not responsible for reimbursing the franchisee for expenses related to changing signs, stationery, uniforms, or other materials, or for any loss of revenue due to the modified or discontinued Mark. This highlights the importance of adhering strictly to the brand's guidelines and understanding that changes may occur at the franchisee's expense.