factual

What rights does Anago license to third parties regarding the Proprietary Marks and System?

Anago Franchise · 2025 FDD

Answer from 2025 FDD Document

greement, no monetary amount shall be assigned as attributable to any goodwill associated with Subfranchisor's use of the System or the Proprietary Marks.

Section 5.2 - Restrictions on Subfranchisor's Use of the Proprietary Marks

Subfranchisor acknowledges the importance of protecting the Proprietary Marks and ensuring that all Proprietary Marks are used in strict accordance with the terms and conditions of this Agreement. Subfranchisor further agrees that:

  • (a) Subfranchisor may sublicense the Proprietary Marks to the Unit Franchisees only in accordance with the terms of the Unit Franchise Agreement approved by Franchisor. Subfranchisor shall use its best efforts to ensure that all Unit Franchisees in the Area strictly comply with all terms, conditions, standards and specifications relating to the Proprietary Marks at all times during the Term of this Agreement;
  • (b) Subfranchisor will use only the Proprietary Marks as designated by Franchisor and will use them only in the manner required or authorized and permitted by Franchisor;
  • (c) Subfranchisor's right to use the Proprietary Marks is limited to the uses expressly authorized under this Agreement, and any unauthorized use of the Proprietary Marks is an infringement of Franchisor's rights;
  • (d) Subfranchisor will not use the Proprietary Marks as security for any obligation or indebtedness;
  • (e) Subfranchisor will not use the Proprietary Marks as part of his or her corporate, partnership, limited liability company or other business name which must consist of 4 letters or numbers (for example, "TROM Corp." or "1234, Inc." (but may use the Anago trade name as a fictitious, trade or assumed name that is properly registered, if required by law (for example, "TROM Corp. d/b/a Anago of Tampa"). Subfranchisor shall not authorize any Unit Franchisee in the Area to use the Proprietary Marks as part of any name of any corporation, partnership, limited liability company or other business entity;
  • (f) Subfranchisor shall not register or use any domain name or URL that contains, uses or displays the words "Anago Cleaning Systems" or any portion thereof, or the initials "ACS,"

"AFI," or any Proprietary Marks, or other related or confusingly similar words or symbols, unless Subfranchisor first receives Franchisor's written consent. Subfranchisor may not use the Proprietary Marks or any derivation of the Proprietary Marks on the Internet, in any electronic advertising or social media, without the Franchisor's prior written consent. Subfranchisor may not use any other trade name or marks at the Subfranchise Business, or in connection with the Subfranchise Business without the express written consent of Franchisor; and

(g) Subfranchisor will exercise precaution when utilizing the Proprietary Marks to ensure that the Proprietary Marks are not jeopardized in any manner and Subfranchisor indemnifies and holds Franchisor harmless for any damage or expense occasioned by the Subfranchisor's improper use of the Proprietary Marks.

Section 5.3 - Subfranchisor's Lack of Ownership

Subfranchisor agrees to Franchisor's and its Affiliates' rights in and to the Proprietary Marks, and agrees not to represent in any manner that Subfranchisor has any ownership in the Proprietary Marks. Subfranchisor agrees that its use of the Proprietary Marks will not create in Subfranchisor's favor any right, title or interest in or to the Proprietary Marks except as the right to use same is expressly stated in this Agreement, but that all of this use will benefit Franchisor and its Affiliates.

Source: Item 23 — RECEIPTS (FDD pages 62–298)

What This Means (2025 FDD)

According to the 2025 Anago Franchise Disclosure Document, Anago Cleaning Systems, Inc. (ACS) owns the rights to the Proprietary Marks and grants Anago Franchising, Inc. (AFI) the right to sublicense the use of the System to subfranchisors and their franchisees. The subfranchisor can sublicense the Proprietary Marks to unit franchisees, but only according to the terms outlined in the Unit Franchise Agreement approved by Anago.

The subfranchisor must ensure that all unit franchisees strictly comply with the terms, conditions, standards, and specifications related to the Proprietary Marks. The subfranchisor is restricted to using only the Proprietary Marks designated by Anago and in the manner required or authorized by Anago. The right to use the Proprietary Marks is limited to what is expressly authorized in the agreement, and any unauthorized use infringes on Anago's rights.

The subfranchisor cannot use the Proprietary Marks as security for any obligation or debt. They also cannot use the Proprietary Marks as part of their corporate, partnership, limited liability company, or other business name, although they can use the Anago trade name as a fictitious name if properly registered and required by law. Additionally, subfranchisors are prohibited from registering or using any domain name or URL that contains the words "Anago Cleaning Systems" or any portion thereof, or the initials "ACS."

Anago retains the right to modify or discontinue the use of any Proprietary Marks and use additional or substitute names or marks. If this occurs, the franchisee is obligated to implement the changes at their own expense within 30 days of Anago's request. The franchisee acknowledges that they have no ownership rights in the Proprietary Property, except as expressly granted in the agreement, and that all goodwill associated with the Anago Unit Franchise inures directly and exclusively to AFI's benefit.

Disclaimer: This information is extracted from the 2025 Franchise Disclosure Document and is provided for research purposes only. It does not constitute legal or financial advice. Consult with a franchise attorney before making any investment decisions.