What is a Counselor Realty franchisee prohibited from doing with the system?
Counselor_Realty Franchise · 2025 FDDAnswer from 2025 FDD Document
2.2 Acknowledgments. This Agreement is subject to the following conditions:
(a) The Business shall offer and provide only the services, and be identified only by Marks, we authorize;
(b) The Marks are our exclusive and valuable property. You have no right, ownership or other interest in or to any of the Marks except the qualified license to use them in strict conformity with this Agreement;
(c) We may change the System and the Marks periodically, and when we do, you must promptly conform the Business to the revised requirements, at your cost;
(d) You shall not directly or indirectly sublicense, delegate or transfer any of the rights licensed by this Agreement except in accordance with Article 9;
(e) We and our affiliates may conduct various business activities, including residential and commercial real estate brokerage businesses; and
(f) You acknowledge that the System was developed by us at considerable expense and investment and that your operation of a "Counselor" franchise is possible only with our assistance and ongoing advisory services. You agree that the disclosure or unauthorized or improper use of the System may cause Counselor or other franchisees irreparable harm, and you agree not to engage in such practices.
Source: Item 22 — CONTRACTS (FDD page 32)
What This Means (2025 FDD)
According to Counselor Realty's 2025 Franchise Disclosure Document, franchisees are subject to several restrictions regarding the use of the Counselor Realty system. Specifically, a franchisee can only offer services and use trademarks that Counselor Realty authorizes. This means a franchisee cannot deviate from the approved business model or branding without explicit permission from Counselor Realty.
Additionally, Counselor Realty retains the right to modify the system and trademarks, and franchisees are obligated to adapt their business to these changes at their own expense. This could involve investments in new technology, marketing materials, or operational procedures to align with the updated standards.
Furthermore, franchisees are prohibited from sublicensing, delegating, or transferring any rights granted by the franchise agreement, except as explicitly allowed within the agreement's Article 9. This prevents franchisees from independently allowing others to operate under the Counselor Realty brand without the franchisor's direct oversight and approval. Franchisees also acknowledge that the Counselor Realty system is a valuable asset developed at considerable expense, and they agree not to engage in any unauthorized or improper use of the system, as such actions could cause irreparable harm to Counselor Realty and its other franchisees.