What responsibilities does a Buona franchisee have to the franchisor, as outlined in the FDD?
Buona Franchise · 2025 FDDAnswer from 2025 FDD Document
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- (b) Franchisee shall use no service mark or trademark other than the Marks or any other marks as may be specified by Franchisor for use in the identification, marketing, promotion, or operation of the Franchised Business;
- (c) Franchisee shall not hold out or otherwise use the Marks to perform any activity or incur any obligation or indebtedness in such manner as might, in any way, make Franchisor liable therefore, without Franchisor's prior written consent; and
- (d) Franchisee shall execute any documents and provide such other assistance deemed necessary by Franchisor or its counsel to obtain protection for the Marks or to maintain the continued validity of the Marks.
- 5.4 Franchisee's Business Name. Franchisee acknowledges that between Franchisor and Franchisee, Franchisor has a prior and superior claim to the "Buona" trade name and "The Original Rainbow Cone" trade name. Franchisee shall not use the words "Buona", "Buona Beef" or any combination thereof, or the words "The Original Rainbow Cone," "Rainbow Cone" or any combination thereof in the legal name of its corporation, limited liability company, partnership, or any other business entity used in conducting the Franchised Business. Franchisee also agrees not to register or attempt to register a trade name using the Marks in Franchisee's name or that of any other person or business entity, without the prior written consent of Franchisor. Franchisee shall not identify itself in connection with the Marks or as being associated with Franchisor or its Affiliates in any manner other than as a franchisee or licensee. Franchisee shall, in all advertising and promotion and promotional materials, display its business name only in obvious conjunction with the phrase "an independent Buona/The Original Rainbow Franchisee" or with other words and in other phrases so as to identify itself as an independent owner of the Franchised Business, or as otherwise may be required in the Manuals.
- 5.5 Signage. Franchisee shall display a standard sign in the Franchised Business, as may be specified by Franchisor, indicating to the public that the Franchised Business is independently owned and operated as a franchisee or licensee of the System.
- 5.6 Use Outside the Scope of License. Franchisee acknowledges that the use of the Marks outside the scope of this Agreement, without Franchisor's prior written consent, is an infringement
of Franchisor's and Franchisor's affiliate's exclusive right to use the Marks. During the Term and after the expiration or termination of this Agreement, Franchisee covenants not to, directly or indirectly, commit an act of infringement or contest or aid in contesting the validity of ownership of the Marks, or take any other action in derogation of Franchisor's ownership of the Mars.
- 5.7 Mark Infringement. Franchisee shall immediately notify Franchisor in writing of any suspected infringement of, or challenge to, the validity of the ownership of, or Franchisor's and Franchisor's affiliate's right to use, the Marks. Franchisee acknowledges that Franchisor and Franchisor's affiliate have the right, in their sole discretion, to determine whether any action will be taken on account of any possible infringement or illegal use of the Marks. Franchisor and/or Franchisor's affiliate may prosecute the action in Franchisor's or Franchisor's affiliate's own name and may join Franchisee as a party to the action if Franchisor or Franchisor's affiliate determines it to be reasonably necessary for the continued protection and quality control of the Marks and the System. Franchisor or Franchisor's affiliate shall bear the reasonable cost of any such action, including attorneys' fees. Franchisee shall fully cooperate with Franchisor in any such litigation.
- 5.8 Reservation of Rights.
Source: Item 22 — CONTRACTS (FDD page 78)
What This Means (2025 FDD)
According to Buona's 2025 Franchise Disclosure Document, franchisees have several responsibilities to the franchisor. These duties range from maintaining brand standards to properly using trademarks and trade names. Buona franchisees must maintain and renovate their franchised businesses to uphold uniform operating standards and protect the brand's reputation. This ensures that all locations meet the franchisor's expectations, contributing to a consistent customer experience. Franchisees must also adhere to specific guidelines regarding the use of Buona's trademarks and trade names. They cannot use the marks in any way that might make Buona liable without prior written consent, and they must assist Buona in protecting the validity of these marks. This protects the brand's intellectual property and prevents misuse.
Franchisees are prohibited from using the names "Buona", "Buona Beef", "The Original Rainbow Cone," or "Rainbow Cone" in their business's legal name. They must also identify themselves as independent owners in all advertising and promotional materials, using the phrase "an independent Buona/The Original Rainbow Franchisee" or similar wording. This ensures clarity for customers and distinguishes the franchisee as an independent entity. Furthermore, franchisees must display a standard sign indicating that the business is independently owned and operated as a franchisee of the Buona system. This reinforces the franchisee's independent status while maintaining brand consistency.
Additionally, a Buona franchisee must adhere to the terms and conditions of the franchise agreement and avoid any actions that could harm the brand's reputation. This includes meeting deadlines in the development schedule, complying with all agreement terms, and refraining from unauthorized transfers of the agreement. Defaulting on these responsibilities can lead to termination of the agreement or a reduction in the number of restaurants the franchisee is allowed to open. The franchisee must also provide periodic reports on their development activities as requested by Buona, ensuring that the franchisor stays informed about the franchisee's progress and compliance with the development schedule.