Who benefits from the goodwill associated with the Casiola Licensed Marks and System?
Casiola Franchise · 2024 FDDAnswer from 2024 FDD Document
es, attorney fees, and expert witness fees, court costs, deposition fees, travel expenses and other litigation expenses provided Franchisee immediately notifies Franchisor of such claim, cause of action, lawsuit, demand, proceeding, investigation or hearing. Franchisor agrees that the terms of this Article 10.C. shall survive the termination, expiration or Transfer of this Agreement.
ARTICLE 11 LICENSED MARKS AND SYSTEM
11.A. OWNERSHIP AND GOODWILL
Franchisee agrees that Franchisor is the owner of all right, title and interest in and to the Licensed Marks, the System, Web Based Media, Published Content and the goodwill associated with the Licensed Marks and the System. Except as otherwise specifically provided in this Agreement, Franchisee agrees that Franchisee possesses no interest or right, whatsoever, in or to the Licensed Marks, the System, Web Based Media, Published Content and the goodwill associated with the Licensed Marks and the System, and Franchisee's right to use the Licensed Marks and the System is derived solely from this Agreement. Any unauthorized use of the Licensed Marks and/or the System by Franchisee or any of Franchisee's affiliates shall constitute an infringement of the rights of Franchisor in and to the Licensed Marks and/or the System. Franchisee agrees that all usage of the Licensed Marks and/or the System by Franchisee, and all goodwill associated with the Licensed Marks and System, shall exclusively benefit Franchisor without granting any goodwill interests or rights to Franchisee except for Franchisee's non-exclusive interest and limited right to use the Licensed Marks and the System in the operation of the Franchised Business, subject to the terms and conditions of this Agreement.
Source: Item 23 — RECEIPTS (FDD pages 47–209)
What This Means (2024 FDD)
According to Casiola's 2024 Franchise Disclosure Document, Casiola retains ownership of all rights, titles, and interests related to its Licensed Marks, System, Web Based Media, Published Content, and the goodwill associated with them. The franchisee's right to use Casiola's Licensed Marks and System is solely derived from the franchise agreement, and any unauthorized use constitutes an infringement of Casiola's rights.
All goodwill associated with the Licensed Marks and System exclusively benefits Casiola. The franchisee only has a non-exclusive interest and limited right to use the Licensed Marks and the System in the operation of their Franchised Business, subject to the terms and conditions of the Franchise Agreement.
The franchisee is prohibited from contesting the validity or ownership of the Licensed Marks, System, Web Based Media, Published Content, or the associated goodwill during the term of the agreement or after its expiration, termination, or transfer. Additionally, the franchisee cannot assist any other person in contesting the validity or ownership of these assets. The franchisee and each owner must not take any action that prejudices or interferes with the validity of Casiola's rights regarding the Licensed Marks, System, Web Based Media, Published Content, or the associated goodwill.