What is Face Foundrie's obligation regarding the Franchisee's use of Marks, assuming the Franchisee has complied with all applicable provisions?
Face_Foundrie Franchise · 2025 FDDAnswer from 2025 FDD Document
5.01 Ownership of the Marks. Franchisee acknowledges that Franchisor and its Affiliates own all right, title and interest in and to the Marks. Franchisee's right to use the Marks is derived solely from this Agreement and is limited to conducting a facial bar business at or in connection with the Facial Bar pursuant to and in compliance with this Agreement. Franchisee's unauthorized use of any of the Marks constitutes a breach of this Agreement and an infringement of Franchisor's and its Affiliates' rights to the Marks. This Agreement does not confer on Franchisee any goodwill or other interests in the Marks. Franchisee's use of the Marks and any goodwill established thereby inures to the exclusive benefit of Franchisor and its Affiliates. All
provisions of this Agreement applicable to the Marks apply to any additional or substitute trademarks, service marks and trade dress Franchisor authorizes Franchisee to use. Franchisee agrees not to, at any time during or after the Term, contest, or assist any other Person in contesting, the validity or ownership of any of the Marks.
- 5.02 Use of the Marks. Franchisee agrees to use the Marks as the sole identification of the Facial Bar and identify itself as the independent owner thereof in the manner Franchisor prescribes.
Franchisee agrees to use only the Marks as Franchisor prescribes in connection with the Facial Bar and the sale of authorized products and services.
Franchisee may not use any Mark (or any abbreviation, modification or colorable imitation) as part of any corporate or legal business name or in any other manner (including any Internet related use such as an electronic media identifier, for web sites, web pages or domain names) not expressly authorized by Franchisor in writing.
- 5.03 Discontinuance of Use of Marks. If Franchisor decides to change, add or discontinue use of any Mark, or to introduce additional or substitute Marks, Franchisee, upon a reasonable period of time after receipt of written notice, shall take such action, at its sole expense, as is necessary to comply with such change, alteration, discontinuation, addition or substitution.
Franchisor shall have no liability for any loss of revenue or goodwill due to any new Mark or discontinued Mark.
- 5.04 Notification of Infringements and Claims. Franchisee must notify Franchisor immediately
Source: Item 22 — CONTRACTS (FDD pages 73–74)
What This Means (2025 FDD)
According to Face Foundrie's 2025 Franchise Disclosure Document, the franchisee's right to use the Marks is derived solely from the Franchise Agreement and is limited to conducting a facial bar business at or in connection with the Facial Bar, pursuant to and in compliance with the agreement. The franchisee's unauthorized use of any of the Marks constitutes a breach of the agreement and an infringement of Face Foundrie's and its Affiliates' rights to the Marks. The agreement does not confer on the franchisee any goodwill or other interests in the Marks, and the franchisee's use of the Marks and any goodwill established thereby inures to the exclusive benefit of Face Foundrie and its Affiliates. All provisions of the agreement applicable to the Marks apply to any additional or substitute trademarks, service marks, and trade dress Face Foundrie authorizes the franchisee to use. The franchisee agrees not to contest the validity or ownership of any of the Marks at any time during or after the term.
The franchisee must use the Marks as the sole identification of the Facial Bar and identify itself as the independent owner thereof in the manner Face Foundrie prescribes. The franchisee agrees to use only the Marks as Face Foundrie prescribes in connection with the Facial Bar and the sale of authorized products and services. The franchisee may not use any Mark (or any abbreviation, modification, or colorable imitation) as part of any corporate or legal business name or in any other manner (including any Internet-related use such as an electronic media identifier, for websites, web pages, or domain names) not expressly authorized by Face Foundrie in writing.
If Face Foundrie decides to change, add, or discontinue the use of any Mark, or to introduce additional or substitute Marks, the franchisee, upon a reasonable period of time after receipt of written notice, must take action at its sole expense to comply with such change, alteration, discontinuation, addition, or substitution. Face Foundrie has no liability for any loss of revenue or goodwill due to any new Mark or discontinued Mark. The franchisee must notify Face Foundrie immediately of any actual, suspected, or threatened infringement or unauthorized use of the Marks or any claim relating to the franchisee's use of the Marks. Face Foundrie has the sole right to determine what action, if any, will be taken in connection with any infringement, unauthorized use, or claim, and the franchisee must execute all documents and provide all assistance reasonably requested by Face Foundrie in connection therewith.