Does Sonesta Select Sonesta Essential have to take action against every challenge to the marks?
Sonesta_Select_Sonesta_Essential Franchise · 2025 FDDAnswer from 2025 FDD Document
you may have to change to an alternative trademark, which may increase your expenses.
Use of the Marks: Your Duties
You must immediately notify us of any apparent infringement of or challenge to your use of any of the Marks. We may take any action we think appropriate, and at our option we may control any litigation or administrative proceeding.
If you have timely notified us of a claim or proceeding and comply with the Franchise Agreement, we will indemnify you for all damages for which you are held liable in any proceeding from your authorized use of the Marks.
You may not communicate with any other person regarding any such infringement, challenges or claims and only we and our affiliates will have the right to handle disputes concerning the Marks. We and our affiliates will take the action we and they consider appropriate (including no action) with respect to such challenges and claims. You must extend your full cooperation to us and our affiliates in these matters.
Source: Item 13 — TRADEMARKS (FDD pages 65–68)
What This Means (2025 FDD)
According to Sonesta Select Sonesta Essential's 2025 Franchise Disclosure Document, franchisees must notify Sonesta Select Sonesta Essential of any challenges to the use of its marks. However, Sonesta Select Sonesta Essential retains the discretion to decide what action, if any, it deems appropriate to address such challenges. This includes the option to take no action at all.
This means that while a franchisee is obligated to report any potential infringement or challenges to the trademarks, Sonesta Select Sonesta Essential has the sole authority to determine the course of action. The franchisee must cooperate fully with Sonesta Select Sonesta Essential in these matters and sign any documents necessary to protect the marks. The decisions made by Sonesta Select Sonesta Essential regarding the prosecution, defense, or settlement of disputes are final.
This arrangement is typical in franchising, where the franchisor maintains control over its brand and trademarks. It is important for prospective franchisees to understand that they cannot independently pursue legal action related to the trademarks. All recoveries resulting from disputes concerning the marks will be for Sonesta Select Sonesta Essential's benefit. This underscores the importance of the trademark to the franchise system as a whole, and the franchisor's vested interest in protecting it.
Ultimately, while franchisees must report any challenges, the franchisor decides on the appropriate response, which may include no action. This highlights the franchisor's control over brand protection and the franchisee's role in supporting those efforts.