Who owns the goodwill associated with an Amorino store and identified by the Proprietary Marks?
Amorino Franchise · 2025 FDDAnswer from 2025 FDD Document
You expressly acknowledge and agree that:
(1) Amorino or its Affiliate owns all right, title, and interest in and to the Proprietary Marks and the Copyrighted Materials, and the goodwill associated with the Proprietary Marks and the Copyrighted Materials, and that you have no ownership interest in the Proprietary Marks or the Copyrighted Materials;
(2) if you are a Business Entity, you will not in the name of your Business Entity use the Proprietary Marks or any part thereof, or any marks, names or indicia of origin that are or may be confusingly similar to the Proprietary Marks;
(3) any and all goodwill associated with the Store and identified by the Proprietary Marks is Amorino's property and shall inure directly and exclusively to the benefit of Amorino;
(4) any use of the Proprietary Marks or the Copyrighted Materials other than as expressly authorized by this Agreement, without Amorino's prior written consent, may constitute an infringement of Amorino's rights herein; and
(5) the right to use the Proprietary Marks and the Copyrighted Materials granted in this Agreement does not extend beyond the termination or expiration of this Agreement, and upon the expiration or termination of this Agreement for any reason, no monetary amount shall be attributable to any goodwill associated with your use of the Proprietary Marks or the Copyrighted Materials.
Source: Item 22 — CONTRACTS (FDD pages 80–81)
What This Means (2025 FDD)
According to Amorino's 2025 Franchise Disclosure Document, Amorino retains ownership of the goodwill associated with its stores and identified by its Proprietary Marks. As a franchisee, you acknowledge and agree that any goodwill generated by your Amorino store that is linked to the Proprietary Marks legally belongs to Amorino.
This means that while you, as the franchisee, may build a successful business with a strong reputation in your local market, the value associated with the Amorino brand itself ultimately benefits Amorino. This is a standard practice in franchising, as the franchisor invests in developing and protecting the brand's image and reputation.
Upon termination or expiration of the franchise agreement, you will not be entitled to any monetary compensation for the goodwill associated with your use of Amorino's Proprietary Marks. This underscores the importance of understanding that as a franchisee, you are building a business under someone else's brand, and the long-term brand equity remains with the franchisor.