What constitutes a cause for unilateral termination of the License Agreement for Buns On Fire?
Buns_On_Fire Franchise · 2025 FDDAnswer from 2025 FDD Document
We license the right to use Proprietary Marks from SMYA Ventures LLC ("Licensor"). All of the Marks are licensed to us pursuant to a License Agreement with Licensor (the "License Agreement"). In the License Agreement, Licensor authorizes us to use the Marks in connection with the offer, sale, and support of Franchise Businesses. The License Agreement does not contain any significant limitations on our right to use or license the Marks to you and may be terminated unilaterally by either party upon a material breach of the License Agreement. Upon termination of the License Agreement, we must immediately discontinue the use of the Marks, and no arrangement regarding the assignment of all of our franchise agreements licensing the use of the Marks to Licensor and Licensor's assumption of all obligations under such agreements arising from and after their assignment is contained in the License Agreement.
Source: Item 13 — TRADEMARKS (FDD pages 35–37)
What This Means (2025 FDD)
According to Buns On Fire's 2025 Franchise Disclosure Document, the License Agreement between Buns On Fire and its licensor, SMYA Ventures LLC, can be unilaterally terminated by either party if there is a material breach of the License Agreement. This License Agreement grants Buns On Fire the right to use the Proprietary Marks in connection with the offer, sale, and support of Franchise Businesses.
For a prospective Buns On Fire franchisee, this means that the continued use of the BUNS ON FIRE trademark is dependent on Buns On Fire maintaining its agreement with SMYA Ventures LLC. If Buns On Fire materially breaches this agreement, SMYA Ventures LLC could terminate the License Agreement, which would then require Buns On Fire to discontinue the use of the Marks.
It is important to note that the FDD does not specify what would constitute a 'material breach' of the License Agreement. A prospective franchisee should seek clarification from Buns On Fire regarding what specific actions or failures could trigger a termination of the License Agreement and what protections, if any, Buns On Fire has in place to prevent such a termination or to mitigate its impact on franchisees.