What is the prohibited action that could cause Face Foundrie to materially breach the Trademark License?
Face_Foundrie Franchise · 2025 FDDAnswer from 2025 FDD Document
The Marks are owned by our parent, 2F Holdings L.L.C., and are licensed exclusively to us. 2F Holdings L.L.C. has granted us an exclusive license ("Trademark License") to use the Marks to franchise the System in the United States. The Trademark License, which was originally between us and our former parent, Face Foundrié LLC, but was assigned to 2F Holdings L.L.C. on February 20, 2025, is for 10 years and began on April 14, 2020. It will automatically renew for subsequent 10-year periods provided we are not in default or do not materially breach the Trademark License by engaging in any activity which damages the Marks or the goodwill of the System. If the Trademark License is terminated, 2F Holdings L.L.C. has agreed to license the Marks directly to our franchisees until such time as each franchise agreement expires or is otherwise terminated.
Source: Item 13 — TRADEMARKS (FDD pages 46–47)
What This Means (2025 FDD)
According to Face Foundrie's 2025 Franchise Disclosure Document, Face Foundrie's parent company, 2F Holdings L.L.C., has granted Face Foundrie an exclusive Trademark License to use its marks to franchise the Face Foundrie system in the United States. This Trademark License began on April 14, 2020, and is for a term of 10 years. It will automatically renew for subsequent 10-year periods.
However, Face Foundrie could materially breach the Trademark License if it engages "in any activity which damages the Marks or the goodwill of the System." If Face Foundrie breaches the Trademark License in this way or is otherwise in default, the license will not be renewed.
If the Trademark License is terminated, 2F Holdings L.L.C. has agreed to license the Marks directly to Face Foundrie franchisees until each franchise agreement expires or is otherwise terminated. This provides some assurance to franchisees that they will be able to continue using the Face Foundrie trademarks even if the relationship between Face Foundrie and its parent company deteriorates.