What is the Bang Cookies franchisee's responsibility regarding discontinuing the use of Licensed Marks if the Franchisor deems it advisable?
Bang_Cookies Franchise · 2024 FDDAnswer from 2024 FDD Document
Franchisee agrees that at any time should Franchisor determine, in Franchisor's sole discretion and based on Franchisor's Reasonable Business Judgment, that it is advisable for Franchisor, the System, and/or Franchisee to replace, modify, substitute, and/or discontinue use of any Licensed Marks, then Franchisee shall comply with Franchisor's determination and instructions as to the replacement, modification, substitution, and/or discontinuance of such Licensed Mark(s). Franchisee shall comply within the foregoing requirements within a reasonable time period after notice by Franchisor. If Franchisee is required to take action pursuant to instruction by Franchisor pursuant to this Article 11.D. or, if Franchisee is otherwise required to replace, modify, substitute, and/or discontinue use of any Licensed Marks, the sole liability and obligation of Franchisor to Franchisee shall be to reimburse Franchisee for the reasonable and direct costs incurred by Franchisee in complying with this obligation, which Franchisee shall document to the satisfaction of Franchisor. Franchisor maintains the exclusive right, in Franchisor's Reasonable Business Judgment, to, in whole or in part, replace, modify, substitute and/or discontinue any and all features and/or components of the Licensed Marks and/or the System at any time.
Source: Item 23 — RECEIPTS (FDD pages 56–245)
What This Means (2024 FDD)
According to Bang Cookies's 2024 Franchise Disclosure Document, franchisees must comply with the franchisor's decisions regarding the replacement, modification, substitution, or discontinuance of any Licensed Marks. This determination is made at Bang Cookies's sole discretion, based on their reasonable business judgment, if they deem it advisable for the Franchisor, the System, and/or the Franchisee.
The franchisee is required to comply with Bang Cookies's instructions concerning these changes within a reasonable time period after receiving notice. If the franchisee is instructed to take action to replace, modify, substitute, or discontinue the use of any Licensed Marks, Bang Cookies will reimburse the franchisee for the reasonable and direct costs incurred in complying with this obligation. The franchisee must document these costs to Bang Cookies's satisfaction.
Bang Cookies retains the exclusive right to replace, modify, substitute, and/or discontinue any features or components of the Licensed Marks and/or the System at any time, based on their reasonable business judgment. This clause ensures that Bang Cookies can adapt its branding and operational systems as needed, while franchisees are expected to implement these changes promptly and in accordance with the franchisor's directives.
This requirement is fairly standard in franchising, as franchisors need the flexibility to update branding and marketing strategies to maintain relevance and competitiveness. However, the provision for reimbursement of reasonable and direct costs is a beneficial aspect for Bang Cookies franchisees, as it mitigates some of the financial burden associated with rebranding or system modifications.