Does the Anago Subfranchise Rights Agreement confer any interest in the Proprietary Property to the franchisee?
Anago Franchise · 2025 FDDAnswer from 2025 FDD Document
Your rights to use the Proprietary Marks are derived solely from your Subfranchise Rights Agreement and are limited to the operation of your Anago Subfranchise Rights Business under your Subfranchise Rights Agreement and all applicable standards, specifications, and operating procedures we require during the Term. Any unauthorized use of the Proprietary Property including the Proprietary Marks is a breach of your Subfranchise Rights Agreement and an infringement of our and ACS'srights in and to the Proprietary Marks. "Proprietary Property" refers to the Proprietary Marks, Confidential Information (as defined in Item 14) and copyrighted information or us and our affiliates that you are entitled to use under the Subfranchise Rights Agreement.
Your use of the Proprietary Property and any goodwill established by your use inures to our exclusive benefit. The Subfranchise Rights Agreement does not confer any goodwill or other interest in the Proprietary Property to you, other than the right to operate an Anago Subfranchise Rights Business in compliance with the Subfranchise Rights Agreement in the Area. All provisions of the
Source: Item 13 — TRADEMARKS (FDD pages 38–41)
What This Means (2025 FDD)
According to Anago's 2025 Franchise Disclosure Document, the Subfranchise Rights Agreement does not confer any goodwill or other interest in the Proprietary Property to the franchisee. The franchisee only obtains the right to operate an Anago Subfranchise Rights Business in compliance with the Subfranchise Rights Agreement within their designated area. The Proprietary Property includes Proprietary Marks, Confidential Information, and copyrighted information that the franchisee is entitled to use under the Subfranchise Rights Agreement. The franchisee's use of the Proprietary Property and any goodwill established by their use inures to Anago's exclusive benefit.
Anago grants the franchisee a license to use its trademarks to solicit and sell franchises, licensing third parties the right to use the marks within their Area, and to solicit Client Accounts, under the terms and conditions of the Subfranchise Rights Agreement. The franchisee must use the Proprietary Marks as the sole trade identification of their Anago Franchise and identify their Anago Subfranchise Rights Business as the independent owner and operator of the Anago Franchise in the form required by Anago. The franchisee is prohibited from using any Proprietary Marks in the sale of any unauthorized product or service or in any manner not explicitly authorized by Anago.
If there is a claim of infringement or unfair competition regarding the Proprietary Property, the franchisee must notify Anago promptly in writing (within 7 days). Anago has sole discretion as to whether to take any action and the sole right to control any litigation. If Anago deems it advisable to modify or discontinue the use of any Proprietary Mark, the franchisee is obligated to do so at their sole expense within 30 days of Anago's request.