Who owns the rights, title, and interest in the Exit marks?
Exit Franchise · 2025 FDDAnswer from 2025 FDD Document
ry for Franchisee to assist in such defense or prosecution.
(D) Franchisee shall make every effort to protect, maintain and advance the trade name, service mark, and the System, and shall report imitations and infringements upon them.
8.5. Goodwill
- (A) Franchisee acknowledges EXIT's claim to the exclusive right, title and interest to the Proprietary Marks and acknowledges that any and all goodwill associated with and identified with the Proprietary Marks, including any goodwill which may result from Franchisee's use of the Proprietary Marks, shall inure directly and exclusively to the benefit of EXIT. On the expiration or termination of this Agreement, no monetary value shall be assigned as attributable to or associated with Franchisee's activities as a Franchisee under the Proprietary Marks.
- (B) Franchisee agrees not to make any disparaging remarks, comments or communications, whether oral or written, regarding Subfranchisor or EXIT, or any of their respective officers or directors.
8.6. Incontestability
Franchisee shall not directly or indirectly contest or aid in the contesting of the validity or ownership of any of the Proprietary Marks, or take any action which might affect or prejudice Subfranchisor's or EXIT's rights in or to the Proprietary Marks. The foregoing agreement shall survive the termination of this Agreement.
8.7. Uniform Policies
In order to develop and maintain high and uniform standards of quality and service, and thus protect the reputation and goodwill of EXIT and all those involved in the EXIT System, Franchisee covenants (i) to adopt and use for the purposes expressed in this Agreement, at its own cost and expense, any changes in the Proprietary Marks or Training Manuals as if they were part of the EXIT System at the time this Agreement was executed; and (ii) to obtain advance written approval from Subfranchisor for the total appearance of the trade name and logo incorporating Franchisee's name or other identifying words.
8.8. Training Manuals and EXIT System
- (A) In order to protect the reputation, goodwill and uniform standards of operation of the EXIT System, Franchisee shall conduct its operations and business in accordance with the Training Manuals as may from time to time be updated or amended by EXIT. The then current Training Manuals will be provided to Franchisee as provided at Section 12.1 of this Agreement. The Training Manuals are on loan to Franchisee and shall remain the property of EXIT or Subfranchisor, as the case may be. The Table of Contents to the current Training Manuals was provided to Franchisee prior to the execution of this Agreement.
Source: Item 23 — RECEIPT (FDD pages 42–235)
What This Means (2025 FDD)
According to Exit's 2025 Franchise Disclosure Document, Exit Realty Corp. International owns the rights, title, and interest in the Exit marks. The FDD emphasizes that any goodwill associated with the Proprietary Marks, including any goodwill resulting from a franchisee's use of these marks, directly and exclusively benefits Exit. Franchisees acknowledge Exit's exclusive claim to the Proprietary Marks.
As a franchisee, you are granted a non-exclusive license to use Exit's Proprietary Marks for operating your franchise, but this license is strictly for the duration and purpose of the Franchise Agreement. The agreement specifies that ownership, right, and title to the Proprietary Marks remain solely and exclusively with Exit, regardless of the source. Franchisees must keep these marks confidential, avoid infringing on Exit's rights, and only use them as expressly authorized.
Sales Representatives working with Exit are authorized to use Exit's logos and name on business cards, letterheads, and approved real estate materials. However, this privilege is contingent upon adhering to Exit's Logo and Signage Standards, professional performance standards, and continued affiliation with Exit. Sales Representatives also acknowledge that Exit is the exclusive owner of all rights, titles, and interests in the marks, ensuring that all usage benefits Exit exclusively.
These provisions ensure that Exit maintains control over its brand and image, protecting the consistency and quality of services offered under the Exit name. For a potential franchisee, this means understanding that while you can use the Exit brand to build your business, the brand equity ultimately belongs to Exit, and your usage must comply with their standards and guidelines.