Can the Brightstar Care Trademark License Agreement be terminated by mutual agreement?
Brightstar_Care Franchise · 2025 FDDAnswer from 2025 FDD Document
We derive our right to use and sublicense the Marks from an Amended and Restated Trademark License Agreement (the "Trademark License Agreement") dated September 1, 2009, with Bright Star Nevada. Under the terms of the Trademark License Agreement, we have the exclusive right in the United States of America to use and sublicense the Marks in connection with the offer and sale of franchises to third parties. Specifically, Bright Star Nevada has licensed us the right to use and sublicense the Marks in operating Agencies offering medical and/or non-medical home health, medical and nursing personnel placement, and recruiting and staffing services. The Trademark License Agreement is for the United States of America and is exclusive. The Trademark License Agreement may be terminated by mutual agreement of the parties. Additionally, either party may terminate the Trademark License Agreement in the event of: (i) any material breach of an obligation by the other party, which breach is capable of being, but is not, cured within 60 days after written notice of the breach to the breaching party; or (ii) any situation in which a party commits a material breach of the Trademark License Agreement that is not capable of being cured within 60 days and the non-breaching party provides written notice of the breach and notice of termination. Except for the Trademark License Agreement, there are no agreements currently in effect that significantly limit our right to use or sublicense the Marks. The Trademark License Agreement may be modified periodically by Bright Star Nevada and us.
Source: Item 13 — TRADEMARKS (FDD pages 75–77)
What This Means (2025 FDD)
According to Brightstar Care's 2025 Franchise Disclosure Document, the Trademark License Agreement, dated September 1, 2009, can be terminated by mutual agreement between Bright Star Nevada and Brightstar Care. This agreement grants Brightstar Care the exclusive right to use and sublicense the Marks in the United States for offering and selling franchises to third parties, specifically for agencies providing medical and/or non-medical home health, medical and nursing personnel placement, and recruiting and staffing services.
In addition to mutual agreement, the Trademark License Agreement can be terminated if either party materially breaches their obligations and fails to cure the breach within 60 days after receiving written notice. Termination is also possible if a material breach occurs that cannot be cured within 60 days, provided the non-breaching party gives written notice of the breach and termination.
This means that a prospective Brightstar Care franchisee should understand the conditions under which the Trademark License Agreement can be terminated, as it directly impacts Brightstar Care's rights to use and sublicense the trademarks. The franchisee's business relies on these trademarks, so any potential instability in the Trademark License Agreement could affect the franchise system. Franchisees should also be aware that Bright Star Nevada and Brightstar Care can modify the Trademark License Agreement periodically, which may lead to changes in the terms governing the use of the trademarks.