What is the Architect's obligation to Epcon Communities regarding ensuring Epcon is the exclusive owner of the copyright?
Epcon_Communities Franchise · 2025 FDDAnswer from 2025 FDD Document
he Work as it sees fit in its sole discretion, the right to reproduce, alter, expand, change, modify and adapt the Work, and the sole right to decide whether and in what manner to publish, advertise, publicize, and exploit the Work. This Agreement is intended to satisfy the requirements of 17 U.S.C. Section 204. Architect agrees to execute upon demand any additional assignments or other documents that Epcon may reasonably request in order to assign or confirm the assignment of all such copyrights from Architect to Epcon.
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- If any other party has any right, title or interest in the Works, Architect shall obtain all rights and assign such rights to Epcon. The intent of this provision is to ensure that Epcon will be the exclusive owner of the copyright and of all rights comprised in the copyright of the Work, and that Epcon have the sole right to exercise all rights of the copyright owner with respect thereto, including without limitation all exclusive rights set forth in 17 U.S.C. Sec. 106.
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- Architect represents and warrants to Epcon that:
- (a) Architect has identified all persons and entities who have worked on the Work, each Work is or will be the original work of Architect and/or its agents who have executed valid assignments of rights to Architect, subject to the rights of Epcon in the Epcon Works.
- (b) Each Work does not and will not infringe upon or violate the copyrights, trademarks, or any other rights whatsoever of any person or entity.
- (c) No adverse claim exists with respect to each Work and Architect has not assigned any Work to another person or entity.
- (d) Each Work has not heretofore previously been published or exploited in any form anywhere in the world.
Source: Item 23 — RECEIPTS (FDD pages 86–280)
What This Means (2025 FDD)
According to Epcon Communities' 2025 Franchise Disclosure Document, if any party other than the architect has rights to the works, the architect must obtain and assign those rights to Epcon Communities. The aim is to ensure Epcon Communities has exclusive copyright ownership, including all rights to exercise copyright privileges as outlined in 17 U.S.C. Sec. 106.
The architect also represents and warrants to Epcon Communities that they have identified all individuals and entities involved in the work, affirming that each work is original and that they have secured valid assignments of rights from their agents. They also guarantee that the work does not infringe upon any copyrights, trademarks, or other rights of any person or entity, and that no adverse claims exist regarding the work. The architect confirms they have not assigned any work to another party and that the work has not been previously published or exploited.
Furthermore, the architect must indemnify Epcon Communities, its franchisees, clients, customers, licensees, and other permitted users from any losses, damages, or expenses, including attorney's fees, resulting from a breach of the architect's representations and warranties. This comprehensive obligation ensures Epcon Communities maintains full control and protection over its copyrighted works, mitigating potential legal and financial risks.