What is the definition of 'Improvements' in the Crepe De Licious franchise agreement?
Crepe_De_Licious Franchise · 2025 FDDAnswer from 2025 FDD Document
arks, logos, or commercial symbols related to the Restaurant, Kiosk, or Food Truck or any advertising and promotional ideas or inventions related to the Restaurant, Kiosk or Food Truck (collectively, the "Improvements") that you conceive or develop shall become our property. You agree to assign and do hereby assign to us, all right, title and interest in and to the Improvements, including the right to grant sublicenses to any such Improvement. You shall fully disclose the Improvements to us, without disclosure of the Improvements to others, and shall obtain our written approval prior to using such Improvements. Any such Improvement may be used by us and all other Crepe de licious franchisees without any obligation to you for royalties or other fees. We may, at our discretion, apply for and own copyrights, patents, trade names, trademarks and service marks relating to any such Improvement and you shall cooperate with us in securing such rights. We may also consider such Improvements as our property and trade secrets. In return, we shall authorize Franchisee to utilize any Improvement that may be developed by other franchisees and is authorized generally for use by other franchisees. All Improvements created by you or any other person or entity retained or employed by you are our property, and we shall be entitled to use and license others to use such Improvements
unencumbered by moral rights. If any of the Improvements are copyrightable materials, they shall be works made for hire within the meaning of the United States Copyright Act and, to the extent the copyrighted materials are not works made for hire or rights in the copyrighted materials do not automatically accrue to us, you irrevocably assign and agree to assign to us, its successors and assigns, the entire right, title, and interest in perpetuity throughout the world in and to any and all rights, including all copyrights and related rights, in such copyrighted materials, which you and the author of such copyrighted materials warrant and represent as being created by and wholly original with the author. Where applicable, you agree to obtain any other assignments of rights in the Improvements from another person or entity necessary to ensure our right in the Improvements as required in this Section.
Source: Item 22 — CONTRACTS (FDD page 57)
What This Means (2025 FDD)
According to the 2025 Crepe De Licious Franchise Disclosure Document, any improvements made to the Crepe De Licious system become the property of the franchisor, Crepe Delicious Holding USA, Inc. The franchisee agrees to assign all rights and interests in these improvements to Crepe De Licious, including the right to sublicense them.
The franchisee is obligated to fully disclose any improvements to Crepe De Licious before using them and must obtain written approval for their use. Crepe De Licious and its other franchisees can then use these improvements without owing any royalties or fees to the originating franchisee. Crepe De Licious has the discretion to pursue copyrights, patents, trade names, trademarks, and service marks for any such improvement.
All improvements created by the franchisee or anyone they employ are considered Crepe De Licious's property, and Crepe De Licious can license others to use them. These improvements are free from moral rights. If the improvements involve copyrightable material, they are considered works made for hire under the United States Copyright Act, ensuring Crepe De Licious's ownership of all rights.
Crepe De Licious may periodically modify system standards, potentially requiring franchisees to invest additional capital in their franchise or incur higher operating expenses. In return, Crepe De Licious will allow a franchisee to utilize any Improvement that may be developed by other franchisees and is authorized generally for use by other franchisees.