What is the Assignee prohibited from doing regarding Epcon Communities' Development System?
Epcon_Communities Franchise · 2025 FDDAnswer from 2025 FDD Document
Assignee acknowledges Epcon Communities' sole and exclusive rights in and to the Development System, and Assignee agrees that it will do nothing inconsistent with such rights and interests.
Assignee agrees that nothing in this Assignment Agreement shall give Assignee any right, title or interest in any of the Development System other than the right to use the Development System in accordance with this Assignment Agreement, and each of the Franchise Agreement and the Market Area Agreement, attached hereto as Exhibit "A", and Assignee agrees that it will not attack the title of Epcon Communities or its affiliates to the Development System or attack the validity of the Franchise Agreement or the validity of the assignment granted pursuant to this Assignment Agreement. Assignee further acknowledges and agrees that its strict compliance with these provisions is a condition precedent to any license to utilize the Epcon Communities Works, and as such any use of such works in violation of any of these provisions is unauthorized and will be acts of copyright infringement.
Source: Item 23 — RECEIPTS (FDD pages 86–280)
What This Means (2025 FDD)
According to Epcon Communities' 2025 Franchise Disclosure Document, an assignee acknowledges Epcon Communities' exclusive rights to its Development System and agrees to act in accordance with those rights. The assignee's rights are limited to using the Development System as outlined in the Assignment Agreement, Franchise Agreement, and Market Area Agreement. The assignee is prohibited from challenging Epcon Communities' ownership of the Development System or the validity of the Franchise Agreement or assignment.
Strict compliance with these provisions is a prerequisite for using the Epcon Communities Works, and any unauthorized use constitutes copyright infringement. Epcon Communities is a third-party beneficiary of the Assignment Agreement, allowing them to enforce its provisions and the Franchise Agreement.
If the assignee uses the Development System to complete unfinished projects, they assume the assignor's obligations under the Franchise Agreement and Market Area Agreement. Epcon Communities can take legal action for any breach of these provisions by the assignee, ensuring the protection and proper use of its Development System.
In practical terms, this means a new franchisee coming in through an assignment must respect Epcon Communities' intellectual property and follow the established rules for development. Failure to do so can result in legal repercussions, including copyright infringement claims.