What is the significance of Counselor Holding licensing Counselor Realty to offer franchises?

According to Counselor Realty's 2025 Franchise Disclosure Document, Counselor Holding licenses Counselor Realty indefinitely to operate and offer franchises under the "Counselor" name and marks. This licensing agreement is crucial because it grants Counselor Realty the legal right to sub-franchise the Counselor Realty brand to individual franchisees. Without this license, Counselor Realty would not be authorized to offer franchises to third parties. Either party can terminate this license with 60 days' notice.

The FDD also specifies that if the license between Counselor Holding and Counselor Realty is terminated, all existing franchise agreements will remain in effect. These agreements would then be assigned to Counselor Holding. This provision protects franchisees, ensuring their franchise agreements remain valid even if the licensing agreement between Counselor Holding and Counselor Realty is terminated.

This arrangement is fairly common in franchising, where a parent company (Counselor Holding in this case) owns the trademarks and licenses them to a subsidiary (Counselor Realty) for franchising purposes. This structure allows the parent company to maintain control over the brand while delegating the franchising operations to a separate entity. Prospective franchisees should be aware of the relationship between Counselor Holding and Counselor Realty, and understand that Counselor Holding ultimately controls the trademarks and franchise agreements if the license is terminated.