If Flowerama exercises its option to take assignment of Electronic Communications and Media, what is the Flowerama franchisee deemed to have assigned?
Flowerama Franchise · 2024 FDDAnswer from 2024 FDD Document
to de-identify the Center, including removal of all distinctive physical and structural features and signs associated with the Flowerama trade dress and System, so as to distinguish the Center so clearly from its former appearance and from other Flowerama Centers as to prevent any possibility that the public will associate the location with Flowerama Centers and any confusion created by such association. If you fail to so de-identify the Center, we shall have the right to enter upon the premises, without liability for damage or tort, and make the necessary changes and you shall reimburse all of our expenses related thereto.
- D. All obligations of ours and yours that expressly or by their nature survive or are intended to survive the expiration or termination of this Agreement shall continue in full force and effect subsequent to and notwithstanding its expiration or termination and until they are satisfied in full or by their nature expire.
- E. The goodwill associated with all telephone and fax numbers, email addresses, domain names, Websites or web pages, social media and other Internet addresses used in operation of the Flowerama Center ("Electronic Communications and Media") is an asset that belongs to us. We shall have the option, exercisable by written notice within thirty (30) days after the cancellation, termination or expiration of this Agreement, to take an assignment of all Electronic Communications and Media for the Flowerama Center. If we exercise this option, you will be deemed to have assigned to us or our designee all right, title and interest in and to these and/or services associated with the same.
Source: Item 23 — RECEIPTS (FDD pages 77–300)
What This Means (2024 FDD)
According to Flowerama's 2024 Franchise Disclosure Document, if Flowerama exercises its option to take assignment of all Electronic Communications and Media for the Flowerama Center, the franchisee will be deemed to have assigned to Flowerama or its designee all right, title, and interest in and to these Electronic Communications and Media and/or services associated with the same. This option is exercisable by Flowerama via written notice within thirty (30) days after the cancellation, termination, or expiration of the Franchise Agreement.
This means that upon termination or expiration of the franchise agreement, Flowerama has the right to take over all digital assets associated with the Flowerama Center. This includes items such as the website, domain name, social media accounts, and any other online presence used to promote the business. The franchisee must also notify the telephone company, domain name registrars, and all listing agencies of the termination of their right to use these Electronic Communications and Media and authorize their transfer to Flowerama.
Flowerama is appointed as the franchisee's agent and attorney-in-fact to effect the assignment of all Electronic Communications and Media. The franchisee authorizes Flowerama and its officers to direct the transfer of these assets, and the telephone company, domain name registrars, and listing agencies may accept the Franchise Agreement as conclusive evidence of Flowerama's exclusive rights. The franchisee is required to sign any instruments necessary to confirm these assignments and transfers, and will not be entitled to any compensation from Flowerama for this transfer.