Does Bens Soft Pretzels retain ownership of all goodwill associated with the Trademarks?
Bens_Soft_Pretzels Franchise · 2025 FDDAnswer from 2025 FDD Document
The Trademarks are our valuable property, and we are the owner of all right, title and interest in and to the Trademarks and all past, present or future goodwill of the Store and of the business conducted at the Store that is associated with or attributable to the Trademarks.
Your use of the Trademarks will inure to our benefit.
You may not, during or after the term of this Agreement, engage in any conduct directly or indirectly that would infringe upon, harm or contest our rights in any of the Trademarks or the goodwill associated with the Trademarks, including any use of the Trademarks in a derogatory, negative, or other inappropriate manner in any media, including but not limited to print or electronic media.
Source: Item 22 — CONTRACTS (FDD pages 46–47)
What This Means (2025 FDD)
According to Bens Soft Pretzels's 2025 Franchise Disclosure Document, Bens Soft Pretzels retains ownership of all rights, titles, and interests in its trademarks. This includes all past, present, and future goodwill associated with the store and the business conducted there that can be attributed to the trademarks. As a franchisee, any use of the Bens Soft Pretzels trademarks will benefit the franchisor.
This means that while franchisees are granted the right to use the Bens Soft Pretzels trademarks to operate their stores, they do not gain any ownership rights over them. The goodwill generated by the use of these trademarks, which can significantly contribute to the store's value and customer recognition, remains the sole property of Bens Soft Pretzels. This is a standard practice in franchising, as it allows the franchisor to maintain brand consistency and protect the overall value of the brand.
As a Bens Soft Pretzels franchisee, you are prohibited from engaging in any activity that could harm or infringe upon Bens Soft Pretzels's rights to the trademarks or the associated goodwill, both during and after the term of the Franchise Agreement. This includes refraining from using the trademarks in any negative or inappropriate manner across any media platforms. This provision ensures that franchisees do not undermine the brand's reputation or create confusion in the market, which could negatively impact the entire franchise system.