Does the Buona franchise agreement allow the franchisee to use the Marks outside of the Approved Location?
Buona Franchise · 2025 FDDAnswer from 2025 FDD Document
. Franchisee is responsible to obtain any required consents from its owners and management employees as may be necessary for it to comply with these provisions.
V. PROPRIETARY MARKS AND SYSTEM
- 5.1 Marks. It is understood and agreed that the license granted under this Agreement to use the Marks applies only to use in connection with the operation of the Franchised Business at the Approved Location set forth on Exhibit A, and includes only the Marks as are now designated or which may hereafter be designated, and does not include any other mark, name, or indicia of origin of Franchisor now existing or which may hereafter be adopted or acquired by Franchisor. Franchisee acknowledges that it has not acquired any right, title, or interest in the Marks except for the right to use the Marks in the operation of the Franchised Business in compliance with this Agreement.
- 5.2 System.
Source: Item 22 — CONTRACTS (FDD page 78)
What This Means (2025 FDD)
According to Buona's 2025 Franchise Disclosure Document, the franchise agreement strictly limits the use of its Marks to the operation of the Franchised Business at the Approved Location, as detailed in Exhibit A of the agreement. This means a franchisee's right to use the Buona trademarks, service marks, logos, and other identifying symbols is confined to the physical location specified in their franchise agreement. Any use of the Marks outside this scope requires prior written consent from Buona.
This restriction has significant implications for franchisees. It prevents them from using the Buona Marks for any business activities or promotions outside of their designated location without explicit approval. For example, franchisees cannot use the Marks to promote or operate a satellite location, pop-up store, or any other business venture beyond the Approved Location without violating the franchise agreement. This limitation ensures that Buona maintains control over its brand and how it is represented in different markets and channels.
The Buona franchise agreement emphasizes that unauthorized use of the Marks is considered an infringement of Buona's exclusive rights. Franchisees are obligated to protect the Marks and immediately report any suspected infringement to Buona. This obligation extends beyond the term of the agreement, meaning that even after the franchise expires or terminates, the franchisee cannot take any action that could harm Buona's ownership or validity of the Marks. This is a standard practice in franchising, as franchisors need to protect their brand identity and prevent misuse of their trademarks.
Buona also retains the right to distribute products and services through alternative channels, such as supermarkets, wholesale, or the Internet, using the Marks. This means that Buona can expand its brand presence beyond franchised locations without providing any compensation or exclusive rights to franchisees. Additionally, Buona can establish other franchise systems or businesses with similar products and services under different trade names and trademarks. These provisions highlight that the franchise agreement grants franchisees limited rights to use the Marks specifically for the Approved Location, while Buona retains broad control over its brand and distribution channels.