Does the definition of 'Marks' in the license agreement for Boulder Designs include logos?
Boulder_Designs Franchise · 2025 FDDAnswer from 2025 FDD Document
Mogavero Investments has granted us a license to use and sublicense to use the above-mentioned Marks, dated December 1, 2017. The term of the license is for 99 years. The license agreement may be terminated if we take any affirmative act of insolvency, if a receiver or trustee is appointed to take possession of our properties and is not discharged within 90 days, if we wind up, sell, consolidate or merge our business, or if we breach any of our duties and obligations under the license and do not cure the breach within 60 days following written notice of the breach. Within the license agreement, the term "Marks" includes any other trade names, service marks, trademarks, designs, logos, slogans and commercial symbols now in existence or later adopted by Mogavero Investments that are used in connection with the System. This license agreement licensed to us any future trademarks acquired by Mogavero Investments as well. If Mogavero Investments terminates the license agreement, they must honor all franchise agreements, including the right to renew.
Source: Item 13 — TRADEMARKS (FDD pages 34–36)
What This Means (2025 FDD)
According to Boulder Designs' 2025 Franchise Disclosure Document, the term "Marks" within the license agreement encompasses a variety of identifiers, including logos. Specifically, the license granted to Boulder Designs by Mogavero Investments includes "any other trade names, service marks, trademarks, designs, logos, slogans and commercial symbols now in existence or later adopted by Mogavero Investments that are used in connection with the System." This definition ensures that Boulder Designs has the right to use and sublicense these identifiers to its franchisees.
This comprehensive definition is important for prospective Boulder Designs franchisees because it clarifies the scope of intellectual property rights they are granted. Franchisees can confidently use the logos and other marks associated with the Boulder Designs brand, knowing that these are covered under the licensing agreement. This also means that Boulder Designs is responsible for maintaining and protecting these marks, which benefits the entire franchise system.
The license agreement between Mogavero Investments and Boulder Designs extends for a term of 99 years, providing long-term stability for the use of these marks. However, the agreement can be terminated under specific conditions, such as insolvency, appointment of a receiver, or breach of duties. Despite these termination clauses, Mogavero Investments must honor all existing franchise agreements, including renewal rights, even if the license agreement is terminated. This provision offers some security to franchisees, ensuring their rights are protected even if the relationship between Mogavero Investments and Boulder Designs changes.
Overall, the inclusion of logos within the definition of "Marks" in the license agreement is a standard practice in franchising, ensuring brand consistency and protection. Boulder Designs' franchisees benefit from this clear definition, as it allows them to confidently use the brand's logos and other identifiers in their business operations, contributing to a unified brand image and customer recognition.