After termination of the Bhc franchise agreement, who is responsible for the expense of removing all signs bearing the Bhc marks?
Bhc Franchise · 2025 FDDAnswer from 2025 FDD Document
with section 15.2 respecting the return to Franchisor of certain materials and must not thereafter use, in any manner, or for any purpose, directly or indirectly, any of the Proprietary Information, Trade Secrets, procedures, techniques, or materials acquired by Franchisee by virtue of the relationship established by this Agreement, including, without limitation, (i) any training or other materials, manuals, bulletins, instruction sheets, or supplements thereto, or (ii) any equipment, videotapes, videodiscs, forms, advertising matter, devices, insignias, slogans or designs used from time to time in connection with the Franchised Business.
- (b) If there is a termination, cancellation or expiration as described in section 15.1(a) above, Franchisee must comply with section 11.2 of this Agreement respecting post-termination competition and also promptly:
- (i) remove at Franchisee's expense all signs erected or used by Franchisee and bearing the Marks, or any word or mark indicating that Franchisee is associated or affiliated with Franchisor;
- (ii) erase or obliterate from letterheads, stationery, printed matter, advertising, or other forms used by Franchisee the Marks and all words indicating that Franchisee is associated or affiliated with Franchisor;
- (iii) permanently discontinue all advertising stating or implying Franchisee is associated or affiliated with Franchisor or the System (if Franchisee engages in any business thereafter, Franchisee must use trade names, service marks or trademarks that are significantly different from those under which Franchisee had done business and must use sign formats that are significantly different in color and type face; and take all necessary steps to ensure that Franchisee's present and former employees, agents, officers, shareholders and partners observe the foregoing obligations); and
- (iv) assign all interest and right to use all telephone numbers and all telephone and social media listings applicable to the Franchised BHC Restaurant in use at the time of such termination to Franchisor and take all actions necessary to change all such telephone numbers immediately and change all such telephone and social media listings as soon as possible.
Source: Item 23 — Receipts (FDD pages 52–230)
What This Means (2025 FDD)
According to Bhc's 2025 Franchise Disclosure Document, the franchisee is responsible for the expense of removing all signs bearing Bhc's marks after termination, cancellation, or expiration of the franchise agreement. Specifically, the franchisee must remove all signs erected or used by the franchisee that bear Bhc's marks or indicate association with Bhc. This includes signs on the premises.
In addition to removing signs, the franchisee must also erase or obliterate Bhc's marks from letterheads, stationery, printed matter, advertising, and other forms. They must permanently discontinue all advertising implying association with Bhc. If the franchisee continues in a similar business, they must use trade names, service marks, and trademarks significantly different from those used under the Bhc franchise, including different sign formats. The franchisee must also ensure that their employees, agents, officers, shareholders, and partners adhere to these obligations.
The franchisee is also required to assign all interest and rights to use telephone numbers and social media listings associated with the Bhc restaurant to Bhc and take necessary actions to change these immediately. Furthermore, the franchisee must pay all outstanding royalties, fees, and other amounts owed to Bhc or its affiliates under any agreement. If the franchisee fails to comply with these removal and change obligations, Bhc has the right to enter the premises and make the necessary removals and changes at the franchisee's expense, which the franchisee agrees to pay promptly upon demand.