Does the Big Apple Bagels Franchisor have the right to use innovations disclosed by the Developer?
Big_Apple_Bagels Franchise · 2025 FDDAnswer from 2025 FDD Document
- D. Innovations. All ideas, concepts, techniques, and marketing, advertising or other materials relating to a bagel, muffin, and/or coffee store, whether or not protectable intellectual property and whether created by or for Developer or Developer's owners or employees, must be promptly disclosed to Franchisor and will be deemed to be Franchisor's sole and exclusive property, part of Franchisor's System, and works made-for-hire for Franchisor.
To the extent that any item does not qualify as a "work made-for-hire" for Franchisor, by this paragraph Developer assign ownership of that item, and all related rights to that item, to Franchisor and agree to take whatever action (including signing assignment or other documents) Franchisor requests to evidence Franchisor's ownership or to help Franchisor.
Developer agrees that Franchisor shall have the perpetual right to use and authorize other BAGELS Stores to use such ideas, concepts, methods and techniques without further consideration to Developer.
Developer shall fully and promptly disclose to Franchisor all ideas, concepts, methods and techniques relating to the development and/or operation of a bagel store conceived or developed by Developer and/or his employees during the term of this Agreement.
Developer agrees that Franchisor shall have the perpetual right to use and authorize other BAGELS Stores to use such ideas, concepts, methods and
Source: Item 23 — RECEIPTS (FDD pages 87–319)
What This Means (2025 FDD)
According to Big Apple Bagels' 2025 Franchise Disclosure Document, any innovations conceived or developed by the Developer (franchisee) or their employees related to a bagel, muffin, and/or coffee store must be promptly disclosed to Big Apple Bagels. These innovations automatically become the sole and exclusive property of Big Apple Bagels, considered part of their system, and are classified as works made-for-hire for the franchisor. This includes ideas, concepts, techniques, and marketing, advertising, or other materials, regardless of whether they are protectable intellectual property.
If any item does not legally qualify as a "work made-for-hire," the Developer is obligated to assign ownership and all related rights to Big Apple Bagels. The Developer must also take any action requested by Big Apple Bagels, such as signing assignment documents, to formally transfer ownership and assist Big Apple Bagels in securing their ownership rights.
Big Apple Bagels retains the perpetual right to use and authorize other Big Apple Bagels stores to use these innovations without providing any further compensation to the Developer. This means that any improvements or new ideas a franchisee develops for their Big Apple Bagels store can be used by the franchisor and other franchisees in the system without any additional payment or recognition to the originating franchisee.