Does Counselor Realty own the 'Marks' used in the System?
Counselor_Realty Franchise · 2025 FDDAnswer from 2025 FDD Document
Counselor owns a proprietary and distinctive system for a network of full service residential and commercial real estate brokerage service businesses (the "System"). The System is described in the Franchise Agreement and in Counselor's Franchise Policy Guidelines. A current Franchise Agreement is included in this Franchise Disclosure Document at Exhibit B. Counselor and its affiliates own various names, trademarks, stylized logos, slogans, and symbols (the "Marks") used in the System. See Item 13.
Source: Item 1 — THE FRANCHISOR, AND ANY PARENT, PREDECESSORS AND AFFILIATES (FDD pages 7–8)
What This Means (2025 FDD)
According to the 2025 Counselor Realty FDD, Counselor Realty and its affiliates own the various names, trademarks, stylized logos, slogans, and symbols, which are collectively referred to as the "Marks," used within their franchise system. As a franchisee, you are granted a license to use these Marks in the operation of your Counselor Realty business, but this is a limited license, and you do not gain any ownership or other interest in the Marks themselves.
The Franchise Agreement specifies that Counselor Realty has the right to change the System and the Marks periodically. If such changes occur, franchisees are obligated to promptly update their businesses to conform to the revised requirements, and this is to be done at the franchisee's own cost. This condition highlights the importance of being adaptable and prepared for potential expenses related to rebranding or updating business operations to align with Counselor Realty's evolving standards.
Counselor Realty retains sole discretion in addressing any unauthorized use or infringement of its Marks, including control over any related litigation or settlements. While franchisees are permitted to use the Marks under the terms of the agreement, Counselor Realty is not obligated to actively protect a franchisee's use of the licensed Marks or defend against claims of infringement or unfair competition. This means that while you have the right to use the Marks, the responsibility for defending against any legal challenges related to their use does not automatically fall on Counselor Realty.
Upon termination or expiration of the Franchise Agreement, all rights to use the Marks revert back to Counselor Realty. The franchisee must immediately cease using the Marks and any materials associated with them, including domain names. This underscores the importance of understanding the terms of the Franchise Agreement and planning for the eventual transition when the agreement ends, including rebranding and ceasing use of all Counselor Realty intellectual property.