Under what condition can the Baya Bar franchisee revoke the Authorization Agreement?
Baya_Bar Franchise · 2024 FDDAnswer from 2024 FDD Document
ounts, and use telephone listings linked to the Baya Bar brand.
WHEREAS, Franchisor would not enter into the Franchise Agreement without Franchisee's agreement to enter into, comply with, and be bound by all the terms and provisions of this Agreement;
NOW, THEREFORE, for and in consideration of the foregoing and the mutual promises and covenants contained herein, and in further consideration of the Franchise Agreement and the mutual promises and covenants contained therein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:
1. Definitions
All terms used but not otherwise defined in this Agreement shall have the meanings set forth in the Franchise Agreement. "Termination" of the Franchise Agreement shall include, but shall not be limited to, the voluntary termination, involuntary termination, or natural expiration thereof.
2. Internet Advertising and Telephone Listings
- 2.1 Interest in Websites, Social Media and Software Accounts, and Other Electronic Listings. Franchisee may acquire (whether in accordance with or in violation of the Franchise Agreement) during the term of Franchise Agreement, certain right, title, or interest in and to certain domain names, social media accounts, hypertext markup language, uniform resource locator addresses, access to corresponding internet websites, and the right to hyperlink to certain websites and listings on various internet search engines (collectively, "Electronic Advertising") related to the Franchised Business or the Marks.
- 2.2 Interest in Telephone Numbers and Listings. Franchisee has or will acquire during the term of the Franchise Agreement, certain right, title, and interest in and to those certain
telephone numbers and regular, classified, internet page, and other telephone directory listings (collectively, the "Telephone Listings") related to the Franchised Business or the Marks.
- 2.3 Transfer.
Source: Item 22 — CONTRACTS (FDD page 56)
What This Means (2024 FDD)
Based on the 2024 Baya Bar Franchise Disclosure Document, the Authorization Agreement automatically terminates upon the termination of the Franchise Agreement. The term "Termination" includes voluntary termination, involuntary termination, or natural expiration of the Franchise Agreement. This means that if the Franchise Agreement ends for any reason, the Authorization Agreement also ends.
The Authorization Agreement outlines the franchisee's rights and responsibilities regarding internet advertising, social media, and telephone listings linked to the Baya Bar brand. Specifically, it covers domain names, social media accounts, website content, telephone numbers, and directory listings related to the Baya Bar business. Upon termination of the Franchise Agreement, the franchisee must transfer all rights and interests in these electronic advertising and telephone listings to Baya Bar.
This condition is significant because it ensures that Baya Bar maintains control over its brand's online presence and advertising. If a franchisee were allowed to continue using the brand's online assets after the Franchise Agreement ends, it could create confusion and damage the brand's reputation. By requiring the transfer of these assets, Baya Bar can ensure a consistent brand image and prevent unauthorized use of its intellectual property. The Authorization Agreement survives the termination of the Franchise Agreement, meaning that the obligations regarding the transfer of online assets remain in effect even after the franchise relationship ends.