What is the meaning of 'good and valuable consideration' in the Bang Cookies Franchise Agreement?
Bang_Cookies Franchise · 2024 FDDAnswer from 2024 FDD Document
WHEREAS, Assignor, as franchisee, and Assignee, as franchisor, are parties to a Bang Cookies Shop Franchise Agreement (the "Franchise Agreement")
WHEREAS, the term "Digital Media" shall refer to and mean "any interactive or static electronic document, application or media that is connected to and/or in a network of computers, servers and/or other devices linked by communications software, part of the world wide web (including, but not limited to websites), linked by the internet or part of a web based application, software application, smart phone based application or social media platform including, but not limited to social media platforms and applications such as Facebook, LinkedIn, Twitter, Pinterest, Instagram, SnapChat, YouTube, and Google+, and world wide web and internet based directories and local directories that refers, references, identifies, reviews, promotes and/or relates, in any way, to a Bang Cookies Shop, Bang Cookies Shops, Assignor's Bang Cookies Shop and/or trademarks associated with the Bang Cookies Shop Franchise System and/or Assignee. Digital Media further includes the Bang Cookies Shop website, web pages and website subdomains (including those related to, associated with and/or a part of the Bang Cookies Shop Franchise System) associated with and/or related to Assignor's Bang Cookies Shop and all web pages, blog posts, videos, articles, information, sub-domains, and all other media and/or publications relating to the Bang Cookies Shop Franchise System that is displayed and/or transmitted digitally"; and
WHEREAS, in connection with Assignor's establishment and operation of a Bang Cookies Shop, Assignor will be utilizing accounts, information, phone numbers and Digital Media subject to strict requirements set forth in the Franchise Agreement.
NOW THEREFORE, Assignor, in exchange for good and valuable consideration provided and paid by Assignee (receipt of which is hereby acknowledged), agrees:
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- That Assignor does hereby assign to assignee all telephone numbers, facsimile numbers, listings, domain names and Digital Media that is associated with Assignor's Bang Cookies Shop including, the following (all collectively referred to as the "Media"):
- (a) All phone numbers, facsimile numbers and listings that are currently, or in the future, associated with Assignor's Bang Cookies Shop;
- (b) The following telephone and facsimile numbers:
Source: Item 23 — RECEIPTS (FDD pages 56–245)
What This Means (2024 FDD)
According to Bang Cookies' 2024 Franchise Disclosure Document, the phrase 'good and valuable consideration' appears in the context of assigning rights related to a Bang Cookies shop. Specifically, it refers to the exchange where the Assignor (the franchisee) transfers telephone numbers, facsimile numbers, listings, domain names, and digital media associated with their Bang Cookies shop to the Assignee (the franchisor).
In simpler terms, when a franchisee assigns their digital presence and contact information to Bang Cookies, they receive something of value in return. The FDD acknowledges that the franchisee receives consideration for this transfer, and that the franchisor acknowledges receipt of the items being transferred.
This clause is important because it clarifies the terms under which a franchisee's digital assets are transferred, ensuring that the franchisee receives fair compensation for these assets. It also protects Bang Cookies by ensuring they obtain control over the digital media and contact information associated with the franchise, maintaining brand consistency and customer relationships.