Can the Bang Cookies franchisor withhold consent for a franchisee's use of digital media?
Bang_Cookies Franchise · 2024 FDDAnswer from 2024 FDD Document
Franchisee agrees the significance of Digital Media to the System and necessity for Franchisor's control over Digital Media. As between Franchisor and Franchisee, Franchisor is the absolute owner of the Digital Media. Franchisee shall not use, access or open accounts regarding or related to Digital Media unless expressly approved by Franchisor in writing which approval Franchisor may withhold, condition or limit as determined by Franchisor in Franchisor's Reasonable Business Judgment and which approval, if given, shall be limited to the marketing and promotion of the Franchised Business in accordance with Franchisor's standards and specifications. Upon expiration or termination of this Agreement for any reason, any prior authorization by Franchisor as to Franchisee's right to use the Digital Media and/or otherwise as to any rights of Franchisee in or to the Digital Media shall be automatically terminate and, at Franchisor's election, the right to any and all accounts and/or sites (if any) associated with Digital Media utilized by Franchisee shall be transferred to Franchisor. Under no circumstance shall Franchisee utilize the Digital Media for purposes of or with the effect of libeling or disparaging another nor shall Franchisee violate any copyrights – as to such actions as between Franchisee and any third party, Franchisee is exclusively responsible for disparagement, libel and/or copyright infringement if Franchisee published and/or caused such content to be published.
Source: Item 23 — RECEIPTS (FDD pages 56–245)
What This Means (2024 FDD)
According to Bang Cookies' 2024 Franchise Disclosure Document, the franchisor maintains significant control over a franchisee's use of digital media. Bang Cookies requires express written approval before a franchisee can use, access, or open accounts related to digital media. This approval can be withheld, conditioned, or limited at the franchisor's discretion based on their reasonable business judgment. This control extends to marketing and promotion efforts for the franchised business, ensuring they align with Bang Cookies' standards and specifications.
This provision underscores the importance Bang Cookies places on maintaining a consistent brand image and controlling its digital presence. The FDD defines "Digital Media" broadly to include websites, social media platforms, and any online presence related to a Bang Cookies shop. Upon termination or expiration of the franchise agreement, any prior authorization for the franchisee's use of digital media is automatically terminated, and the franchisor has the option to take over any accounts or sites associated with the digital media used by the franchisee.
For a prospective Bang Cookies franchisee, this means that all digital marketing efforts must be pre-approved and adhere to the franchisor's guidelines. The franchisee cannot independently create or manage digital media without explicit consent. This level of control is common in franchising, as franchisors seek to protect their brand and ensure consistent messaging across all locations. However, it also means that franchisees have limited autonomy in their digital marketing strategies and must rely on the franchisor's expertise and approval.
Furthermore, the franchisee is responsible for ensuring that their use of digital media does not involve libel, disparagement, or copyright infringement. This highlights the importance of adhering to the franchisor's guidelines and seeking legal advice when necessary to avoid potential liabilities. The franchisor's control over digital media is a critical aspect of the franchise agreement, and franchisees must understand and comply with these requirements to maintain a successful and compliant business.