What is the scope of the 'Works' covered by the Copyright Assignment & Agreement for Epcon Communities?
Epcon_Communities Franchise · 2025 FDDAnswer from 2025 FDD Document
- A. Franchisee is a franchisee of Epcon; and
- B. Franchisee and Architect entered into contract(s) for certain architectural services described therein; and
- C. Epcon requires Franchisee, pursuant to the terms of the Franchise Agreement between Epcon and Franchisee, to obtain the representations and assignments contained herein from any architect or contractor who changes, modifies or revises an Epcon Works; and
- D. In consideration of the continuation of the business relationship between Franchisee and Architect, Franchisee and Architect desire to have this Agreement serve to set forth their mutual understanding regarding the ownership of all Works created for Franchisee, both prior to and subsequent to this Agreement.
The following terms and conditions shall apply to all Works created by Architect for Franchisee:
Architect hereby irrevocably transfers, conveys and assigns all worldwide right, title and interest in the copyright of each such Work in all formats and media, whether now existing or hereafter devised, including all electronic and future media, all translations and all primary and subsidiary rights, to Epcon.
The rights transferred include but are not limited to the right to bring suit, collect damages and pursue all remedies for past infringement, all copyrights registrations of the Work, and the right to secure any copyright registrations, renewals, reissues or extensions of any such copyrights throughout the world, the right to register the copyright in Epcon's name, the right to license, sell, assign or otherwise exploit the 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.
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.
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.
(e) Architect has the full and exclusive right and authority to enter into this agreement.
(f) Architect has obtained releases and assignments, if needed, from all required parties in each work.
Source: Item 23 — RECEIPTS (FDD pages 86–280)
What This Means (2025 FDD)
According to Epcon Communities' 2025 Franchise Disclosure Document, the Copyright Assignment & Agreement covers all 'Works' created by an architect for a franchisee. Epcon Communities requires franchisees to obtain specific representations and assignments from any architect or contractor who changes, modifies, or revises an Epcon Communities Works, as per the terms of the Franchise Agreement. This agreement sets forth the mutual understanding between the franchisee and architect regarding the ownership of all Works created for the franchisee, both before and after the agreement.
The architect irrevocably transfers and assigns all worldwide rights, titles, and interests in the copyright of each Work to Epcon Communities. This includes all formats and media, whether existing or created in the future, encompassing electronic and future media, translations, and all primary and subsidiary rights. The rights transferred also include the ability to bring lawsuits, collect damages, and pursue remedies for past infringements, along with all copyright registrations of the Work. Epcon Communities also gains the right to secure any copyright registrations, renewals, reissues, or extensions worldwide and to register the copyright in its name.
Epcon Communities has the right to license, sell, assign, or otherwise exploit the Work as it sees fit, at its sole discretion. This includes the right to reproduce, alter, expand, change, modify, and adapt the Work, as well as the sole right to decide how to publish, advertise, publicize, and exploit the Work. The agreement is intended to meet the requirements of 17 U.S.C. Section 204, which pertains to copyright transfers. The architect also agrees to execute any additional assignments or documents reasonably requested by Epcon Communities to confirm the assignment of all copyrights.
Furthermore, if any other party possesses any right, title, or interest in the Works, the architect is responsible for obtaining all such rights and assigning them to Epcon Communities. This ensures that Epcon Communities maintains exclusive ownership of the copyright and all associated rights, including the ability to exercise all rights of the copyright owner, as outlined in 17 U.S.C. Sec. 106. The architect also represents and warrants that they have identified all persons and entities who have worked on the Work, that each Work is original, and that it does not infringe upon or violate any copyrights, trademarks, or other rights of any person or entity.