Does the Bhc master franchisee's use of the Marks and Intellectual Property represent a permanent ownership?
Bhc Franchise · 2025 FDDAnswer from 2025 FDD Document
(b) Master Franchisee acknowledges and agrees (i) Master Franchisee's use of the Marks and Intellectual Property is a temporary authorized use under this Agreement, (ii) the Owner of the Marks retains all ownership interests in the Marks, and (iii) Franchisor and the Owner of the Marks retain all ownership of the goodwill generated by the Marks.
Source: Item 23 — Receipts (FDD pages 52–230)
What This Means (2025 FDD)
According to Bhc's 2025 Franchise Disclosure Document, a master franchisee's use of the Marks and Intellectual Property does not represent permanent ownership. The agreement specifies that the master franchisee's right to use Bhc's Marks and Intellectual Property is a temporary, authorized use granted during the term of the agreement. The owner of the Marks retains all ownership interests, and both the owner and Bhc retain ownership of the goodwill generated by the Marks.
Bhc's FDD states that the master franchisee acknowledges that using the Marks outside the agreement's terms without written consent infringes upon the owner's and Bhc's rights. The master franchisee cannot claim any ownership of the goodwill or reputation associated with the Marks due to their use. All rights to use the Marks and Intellectual Property within the franchised system remain Bhc's exclusive property.
Upon termination or expiration of the franchise agreement, the master franchisee must discontinue using the Marks and Business Name. If the master franchisee fails to do so, Bhc is authorized to execute the necessary documents to end the use of the Marks and Business Name on behalf of the master franchisee. This ensures that Bhc maintains control over its brand and intellectual property, which is a standard practice in franchising to protect brand consistency and value.