Does the Casiola Franchise Agreement require an Assignment of Telephone Numbers and Digital Media Accounts?
Casiola Franchise · 2024 FDDAnswer from 2024 FDD Document
in scope, duration and geographic area.
- (c) YOU ACKNOWLEDGE THAT THIS IS NOT AN EMPLOYMENT AGREEMENT.
- (d) YOU ACKNOWLEDGE AND AGREE THAT OUR FRANCHISOR, CASIOLA FRANCHISE LLC, IS NOT A PARTY TO THIS AGREEMENT BUT IS AN INTENDED THIRD PARTY BENEFICIARY OF THIS AGREEMENT.
set forth below.
IN WITNESS WHEREOF, each of the undersigned has executed this Agreement as of the date or dates
| Individual Signature of Restricted Party | Individual Signature of Restricted Party |
|---|---|
| Name (please print) | Name (please print) |
| Date: | Date: |
Franchise Agreement Exhibit 3 Assignment of Telephone Numbers and Digital Media Accounts
ASSIGNMENT OF TELEPHONE NUMBERS AND DIGITAL MEDIA ACCOUNTS
(for the benefit of Casiola Franchise LLC and its assigns)
THIS ASSIGNMENT OF TELEPHONE NUMBERS AND DIGITAL MEDIA ACCOUNTS (the "Assignment") is entered into between (the "Assignor") and Casiola Franchise LLC and its successors and assigns (the "Assignee"). WHEREAS, Assignee is the franchisor of the Casiola Business franchise system (the "Casiola Business Franchise System"); WHEREAS, Assignor, as franchisee, and Assignee, as franchisor, are parties to a Casiola Business Franchise Agreement (the "Franchise Agreement"); WHEREAS, the term "Digital Media" shall refer to and mean any interactive or static digital document, listing, directory, application, advertisement, link, metadata, or media that is transmitted within a closed or private network, or that is connected to, in communication with, and/or networked with computers, applications, or other devices linked by communications systems, data systems, a part of the world wide web including, traditional websites, online travel agencies, web based applications, distributed databases, including, blockchain, software applications, smart phone applications, or social media platforms such as Facebook, LinkedIn, Twitter, Pinterest, Instagram, SnapChat, TikTok, and YouTube, that refers, references, identifies, reviews, promotes and/or relates, in any way, to a Casiola Business, Casiola Businesses, Assignor's Casiola Business and/or trademarks associated with the Casiola Business, the Casiola Business Franchise System and/or Assignee; and WHEREAS, in connection with Assignor's establishment and operation of a Casiola Business, Assignor will be utilizing accounts, information, phone numbers and Digital Media subject to strict requirements set forth in the Franchise Agreement. NOW THEREFORE, Assignor, in exchange for good and valuable consideration provided and paid by Assignee (receipt of which is hereby acknowledged), agrees: 1. That Assignor does hereby assign to assignee all telephone numbers, facsimile numbers, listings, domain names and Digital Media that is associated with Assignor's Casiola Business including, the following (all collectively referred to as the "Media"): (a) All phone numbers, facsimile numbers and listings that are currently, or in the future, associated with Assignor's Casiola Business; (b) The following telephone and facsimile numbers: ; and Casiola. Multi-State FDD April 25, 2024 1
(c) All Digital Media, all Digital Media accounts and all Digital Media log-in information.
The foregoing shall not be construed and/or interpreted as Assignees acknowledgment and/or agreement that Assignor owns and/or possesses any ownership interests in the foregoing telephone numbers, accounts
and/or Digital Media. Any and all rights of Assignor in and to same exist subject to a limited license pursuant to the Casiola Business Franchise Agreement which shall take precedence and govern. However, this Assignment is intended by Assignor and Assignee to be an instrument that may be relied upon by all third parties to authorize and permit the assignments and transfers set forth in this Assignment and to facilitate the transfer of accounts and media to within the control of Assignee. Nothing contained in this Assignment shall be used to construe nor imply that Assignor possesses any ownership interests or rights in the Digital Media and in the event of any inconsistency or conflict between this Assignment and the Franchise Agreement, the Franchise Agreement shall take precedence and govern.
- This Assignment will become effective automatically upon the termination or expiration of the Franchise Agreement for any reason. As to all third party proof of the expiration or termination of the Franchise Agreement shall exist exclusively upon the written declaration of Assignee and Assignee's declaration shall be dispositive and not subject to challenge. Assignor acknowledges that all third parties may rely on this Assignment for the purpose of taking any and all actions to ensure that access to and control of the Media is maintained by Assignee.
Source: Item 22 — CONTRACTS (FDD page 47)
What This Means (2024 FDD)
According to Casiola's 2024 Franchise Disclosure Document, franchisees are required to sign an agreement assigning telephone numbers and digital media accounts to Casiola Franchise LLC. This assignment, outlined in Exhibit 3 of the Franchise Agreement, ensures that Casiola maintains control over all digital assets associated with the Casiola Business, including telephone numbers, domain names, and digital media accounts.
The assignment becomes effective automatically upon the termination or expiration of the Franchise Agreement for any reason. This allows Casiola to maintain control of the Media. Casiola's declaration of the expiration or termination of the Franchise Agreement is considered definitive and not subject to challenge, ensuring a smooth transition of digital assets.
Digital Media is broadly defined to include any interactive or static digital document, listing, directory, application, advertisement, link, metadata, or media that is transmitted within a closed or private network, or that is connected to the internet or social media platforms. This encompasses a wide range of online assets, reflecting the importance of digital presence in today's business environment. Casiola strictly controls how franchisees may use websites and digital media, and franchisees must assign all website media and digital media accounts to them.
This requirement ensures brand consistency and protects Casiola's online reputation. It also allows Casiola to manage customer communications and marketing efforts effectively across all franchise locations. While the franchisee operates the digital media during the franchise term, Casiola retains ultimate control and ownership, which is a fairly common practice in franchising to maintain brand uniformity and standards.