Does Bang Cookies grant franchisees an exclusive territory?
Bang_Cookies Franchise · 2024 FDDAnswer from 2024 FDD Document
, or similar rights to acquire additional franchises.
Territory Rights
You will not receive an exclusive territory. You may face competition from other franchisees, from outlets that we own, or from other channels of distribution or competitive brands that we control. However, during the term of the Franchise Agreement, provided that you are not in default of your obligations to us or our affiliates and except as to our Reserved Rights set forth below, we will not establish or open and we will not grant another franchisee the right to establish or open a Bang Cookies Shop at a Shop Location within your Designated Territory.
We and our affiliates reserve to ourselves the exclusive right on any and all terms and conditions that we deem advisable and, without any compensation or consideration to you (Franchise Agreement, Article 2.D
and Multi-Unit Development Agreement, Article 2.3), to engage in the following activities (our "Reserved Rights"): (a) operate and grant to others the right to develop and operate Shops and Franchised Businesses using the System and Licensed Marks at locations outside your Designated Territory and, if applicable, Development Area, as we deem appropriate and irrespective of the proximity to your Designated Territory and, if applicable, Development Area; (b) acquire, merge with or otherwise affiliate with one or more businesses of any kind, including businesses that offer and sell products and services that are the same as, or similar to, the Franchised Business, and after such acquisition, merger or affiliation to own and operate and to franchise, or license others to own and operate and to continue to own and operate such businesses of any kind, even if such businesses offer and sell products and services that are the same as or similar to a the Franchised Business (but not utilizing the Licensed Marks) within your Designated Territory and, if applicable, within your Development Area; (c) be acquired by or merge with or otherwise affiliate with one or more businesses of any kind, including businesses that offer and sell products and services that are the same as or similar to the Franchised Business, even if such business or businesses presently or, in the future, own and operate and franchise or license others to own and operate businesses that offer and sell products and services that are the same as or similar to the Franchised Business (but not utilizing the Licensed Marks) within your Designated Territory and, if applicable, your Development Area; (d) use the Licensed Marks and System to distribute the Approved Services and Products offered and sold by the Franchised Business or products and services similar to the Approved Services and Products offered and sold by the Franchised Business in alternative channels of distribution including wholesale, retail, and/or internet based, supermarkets, grocery stores, wholesale stores, internet/web based sales, and other outlets, within or outside your Designated Territory and, if applicable, your Development Area; (e) operate, and grant to others the right to own and operate, a Shops within or at captive market locations including, but not limited to, indoor malls, airports, transportation stations, factories, government facilities, military bases, hospitals, amusement parks, recreational parks or facilities, sports facilities, convention centers, travel centers, schools, colleges and other academic facilities, seasonal facilities, shopping malls, theaters, workplace cafeterias, hotels, and venues where food service is administered or provided as a concession by a master concessionaire, both within and outside your Designated Territory and, if applicable, your Development Area; (f) distribute and sell, at wholesale or retail, the Approved Services and Products both within your Designated Territory and/or Development Area through alternative channels of distribution that includes third party businesses and organizations including, but not limited to, schools, colleges, non-profit, and other organizations offering and selling the Approved Services and Products for fundraising purposes; and (g) use the Licensed Marks and System and to license others to use the Lensed Marks and System, to engage in all other activities not expressly prohibited by the Franchise Agreement.
Restrictions on Us from Soliciting or Accepting Orders in Your Territory
There are no restrictions on us from soliciting or accepting orders from customers inside your territory. We reserve the right to use other channels of distribution, such as the internet, catalog sales, telemarketing, or other direct marketing sales, to make sales within your territory using our principal trademarks or using trademarks different from the ones you will use under the Franchise Agreement. We do not pay any compensation to you for soliciting or accepting orders from inside your territory.
Soliciting by You Outside Your Territory
You are required to target and direct the marketing of your Shop to customers located within your territory. You may only offer and sell Approved Services and Products from your Shop Location located within your Designated Territory, and only to retail customers.
Competition by Us Under Different Trademarks
We do not have plans to operate or franchise a business under trademarks different from the Licensed Marks that sells or will sell goods or services similar to those that will be offered by you through the Franchised Business.
ITEM 13 TRADEMARKS
Under the terms of the Franchise Agreement, you will be granted a license to use the "Bang Cookies" trademark and those other marks that we designate. We reserve the right to supplement and modify the marks that you may or may not use in connection with the operations of your Shop. You may only use the Licensed Marks as authorized by us in writing and under the terms of your Franchise Agreement. You may not use the Licensed Marks in the name of any Corporate Entity that you establish.
Principal Trademarks Registered with the United States Patent and Trademark Office
The principal trademarks identified in the schedule below are a part of the Licensed Marks, our System, are registered with the United States Patent and Trademark Office (the "USPTO") and, unless otherwise designated by us, will be used by you in the operations of the Franchised Business. As to these marks all required affidavits have been filed with the USPTO.
| Mark | USPTO Registration Number | Registration Type | Registration Date |
|---|---|---|---|
| Bang Cookies | 6344327 | Principal | May 11, 2011 |
Principal Trademarks Not Registered with the United States Patent and Trademark Office
The following principal trademarks identified in the schedule below are a part of the Licensed Marks, our System, and will be used by you in the operations of the Franchised Business but are not registered with the United States Patent and Trademark Office ("USPTO").
Source: Item 12 — TERRITORY (FDD pages 36–38)
What This Means (2024 FDD)
According to Bang Cookies's 2024 Franchise Disclosure Document, franchisees do not receive an exclusive territory. While Bang Cookies will not establish or open another Bang Cookies shop, or grant another franchisee the right to do so, within a franchisee's Designated Territory, this is contingent on the franchisee remaining in compliance with all obligations to Bang Cookies. The size of the Designated Territory is generally a three-mile radius from the shop location, but this can be smaller depending on factors like population density and geographical boundaries. For shops located in captive markets like shopping malls, the Designated Territory may be limited to the physical boundaries of that facility.
Bang Cookies retains significant rights to operate and grant franchises outside the franchisee's Designated Territory and Development Area. These reserved rights include the ability to engage in various activities without compensating the franchisee, such as operating shops and franchised businesses, affiliating with other businesses (even those offering similar products), and using alternative channels of distribution like internet sales or wholesale, even within the franchisee's Designated Territory. Bang Cookies also reserves the right to operate shops within captive market locations such as malls, airports, and schools, regardless of their proximity to a franchisee's territory.
Furthermore, there are no restrictions on Bang Cookies from soliciting or accepting orders from customers inside a franchisee's territory through channels like the internet or catalog sales, and the franchisee will not receive any compensation for these sales. Franchisees are required to focus their marketing efforts within their Designated Territory and can only offer and sell approved products from their shop location to retail customers. Bang Cookies does not currently have plans to operate or franchise a business under different trademarks that would sell similar goods or services to those offered by franchisees.
In summary, while Bang Cookies provides a Designated Territory, it is subject to numerous exceptions and reservations that significantly limit its exclusivity. A prospective franchisee should carefully consider these limitations and understand that Bang Cookies retains considerable freedom to operate and distribute products through various channels, potentially competing with the franchisee even within their Designated Territory.