Does the License Agreement allow either party to unilaterally terminate the agreement with 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 under specific conditions. The License Agreement authorizes Buns On Fire to use the trademarks in connection with the offer, sale, and support of franchise businesses.
Specifically, the License Agreement may be terminated unilaterally by either party upon a material breach of the License Agreement. This means that if either Buns On Fire or SMYA Ventures LLC violates a significant term of the License Agreement, the other party has the right to end the agreement.
Upon termination of the License Agreement, Buns On Fire must immediately discontinue the use of the Marks. The FDD states that the License Agreement does not contain any arrangement regarding the assignment of all of Buns On Fire's 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. This could have significant implications for franchisees, as their right to use the Buns On Fire trademarks is dependent on the License Agreement remaining in effect. If the License Agreement is terminated, franchisees would no longer be able to operate under the Buns On Fire brand unless a new agreement is reached.