What constitutes misuse of the Proprietary Marks by an Anago Subfranchisor that could lead to termination?

According to Anago's 2025 Franchise Disclosure Document, a Subfranchisor's misuse or unauthorized use of the Proprietary Marks or any identifying characteristics of the Anago system can lead to termination of the agreement. This also applies if the Subfranchisor materially impairs the goodwill associated with the marks or Anago's rights to them. The Proprietary Marks include the service mark and logo "Anago" and all other trademarks, service marks, trade names, logos, and commercial symbols authorized as part of the Anago system.

Specifically, the FDD outlines several restrictions on how a Subfranchisor can use the Proprietary Marks. The Subfranchisor must sublicense the marks to Unit Franchisees only according to the approved Unit Franchise Agreement and ensure that all Unit Franchisees comply with the standards relating to the marks. The Subfranchisor must use only the designated Proprietary Marks in the manner required or authorized by Anago. Any unauthorized use is considered an infringement of Anago's rights. The Subfranchisor cannot use the Proprietary Marks as security for any obligation or debt.

Furthermore, the Subfranchisor cannot use the Proprietary Marks as part of their corporate or business name, although they may use the Anago trade name as a fictitious name if properly registered. They are also prohibited from registering or using any domain name or URL that contains "Anago Cleaning Systems" or any portion thereof, or the initials "ACS." The Subfranchisor must not use the Proprietary Marks or any derivation of them on the Internet, in any electronic advertising, or on social media without Anago's prior written consent. The Subfranchisor must exercise caution to ensure the Proprietary Marks are not jeopardized and will indemnify Anago for any damages or expenses resulting from improper use of the marks.

After termination of the Subfranchise Agreement, the Subfranchisor must discontinue all use of the Proprietary Marks and take action to cancel any fictitious name registrations containing "Anago" or any other Proprietary Mark. They must also cease using all telephone numbers, websites, social media accounts, and other identifiers associated with the Subfranchise Business. Failure to comply with these restrictions constitutes a misuse of the Proprietary Marks and can result in the termination of the Subfranchise Agreement.