Who owns the rights to any improvements developed by a Crawlspace Medic franchisee related to the franchised business?
Crawlspace_Medic Franchise · 2024 FDDAnswer from 2024 FDD Document
osed or developed by Franchisee for the Crawlspace Medic brand and approved by Franchisor may be used by other System franchisees without any compensation to Franchisee.
14. INTELLECTUAL PROPERTY
14.1 Ownership.
- 14.1.1. Franchisee expressly understands and acknowledges that Crawlspace Medic, LLC ("Licensor") is the record owner of the Marks. Franchisor holds the exclusive right to license the Marks to franchisees of the System for use pursuant to the System. Franchisee further expressly understands and acknowledges that Franchisor and/or Licensor claims copyrights on certain material used in the System, including but not limited to its website, documents, project designs, advertisements, promotional materials and the Manual, whether or not Franchisor has filed for copyrights thereto with the U.S. Copyright Office. The Marks and copyrights, along with Franchisor's trade secrets, service marks, trade dress and proprietary systems are hereafter collectively referred to as the "Intellectual Property".
- 14.1.2. As between Franchisor and Franchisee, Licensor and Franchisor are the owner of all right, title and interest in and to the Intellectual Property and the goodwill associated with and symbolized by them.
- 14.2. No Interference. Neither Franchisee nor any Principal shall take any action that would prejudice or interfere with the validity of Franchisor or Licensor's rights with respect to the Intellectual Property. Nothing in this Agreement shall give the Franchisee any right, title, or interest in or to any of the Intellectual Property or any of Franchisor's or Licensor's service marks, trademarks, trade names, trade dress, logos, copyrights or proprietary materials, except the right to use the Intellectual Property and the System in accordance with the terms and conditions of this Agreement for the operation of a Franchised Business and only at or from the Franchised Business location or in approved advertising related to the Franchised Business.
- 14.3. Goodwill. Franchisee understands and agrees that any and all goodwill arising from Franchisee's use of the Intellectual Property and the System shall inure solely and exclusively t
Source: Item 22 — CONTRACTS (FDD page 42)
What This Means (2024 FDD)
According to the 2024 Crawlspace Medic Franchise Disclosure Document, Crawlspace Medic, LLC owns the rights to intellectual property. As stated in section 14.1.2, Crawlspace Medic and its licensor own all rights, titles, and interests in the intellectual property associated with the franchise, including any goodwill generated from a franchisee's use of it.
This means that while a franchisee operates their Crawlspace Medic business, any enhancements, modifications, or goodwill that arise from their use of the franchise's intellectual property (such as trademarks, service marks, trade dress, and proprietary systems) ultimately benefit Crawlspace Medic, LLC.
Upon the expiration or termination of the franchise agreement, the franchisee cannot claim any monetary value for the goodwill they helped create. This is a standard clause in many franchise agreements, ensuring that the franchisor retains control over its brand and system, and that the value created through the franchise network accrues to the franchisor.