What is a Big Apple Bagels developer required to do with any goodwill established through the usage of the Marks?
Big_Apple_Bagels Franchise · 2025 FDDAnswer from 2025 FDD Document
Developer acknowledges that Developer has no interest whatsoever in or to the Marks and that Developer's right to use the Marks is derived solely from Franchise Agreements entered into between Developer and Franchisor for the purpose of operating BAGELS Stores as contemplated thereunder. Developer agrees that all usage of the Marks by Developer and any goodwill established thereby shall inure to the exclusive benefit of Franchisor and its licensor. Developer further agrees that after the termination or expiration of this Agreement, he will not, except with respect to BAGELS Stores operated by Developer pursuant to Franchise Agreements granted by Franchisor, directly or indirectly, at any time or in any manner identify himself or any business as a franchisee or former franchisee of, or otherwise associated with, Franchisor or use in any manner or for any purpose any Mark or other indicia of a BAGELS Stores or any colorable imitation thereof.
Source: Item 23 — RECEIPTS (FDD pages 87–319)
What This Means (2025 FDD)
According to Big Apple Bagels' 2025 Franchise Disclosure Document, a developer acknowledges that they have no interest in the Marks (trademarks and service marks) and that their right to use the Marks comes solely from the franchise agreements they enter into with Big Apple Bagels. All usage of the Marks by the developer, and any goodwill established through that usage, must exclusively benefit Big Apple Bagels and its licensor. This means that the brand recognition and positive reputation built by the developer through using the Big Apple Bagels name and logos ultimately belong to the franchisor.
This requirement protects Big Apple Bagels' brand identity and ensures that the value associated with the brand remains with the company, not with individual developers. It also prevents developers from leveraging the brand's goodwill for their own benefit outside of the franchise agreement.
After the termination or expiration of the agreement, the developer cannot identify themselves or any business as a franchisee or former franchisee of Big Apple Bagels, except for Big Apple Bagels Stores operated under franchise agreements granted by the franchisor. They also cannot use any Mark or other indicia of Big Apple Bagels or any similar imitation. This prevents confusion in the marketplace and protects the integrity of the Big Apple Bagels brand. This is a standard practice in franchising, as franchisors need to maintain control over their brand and prevent former franchisees from unfairly competing using the franchisor's trademarks and brand recognition.