What happens if FocalPoint International files for bankruptcy regarding the Focalpoint Coaching trademark license agreement?
Focalpoint_Coaching Franchise · 2025 FDDAnswer from 2025 FDD Document
Under an Amended and Restated License Agreement between Tracy and Fraser and FocalPoint International, dated January 12, 2016, Tracy and Fraser granted to FocalPoint International an exclusive, transferable license to (i) use the Principal Mark and to sublicense them for granting further licenses to use the Principal Mark and related FocalPoint materials and intellectual property in operating FocalPoint Franchised Businesses and FocalPoint AR Businesses; and (ii) modify, adapt and create derivative works of the Principal Mark and licensed intellectual property. The license agreement requires FocalPoint International to pay Tracy and Fraser a monthly license fee during the term of the license agreement. The license agreement between Tracy and Fraser and FocalPoint International is for a term of 10 years. If FocalPoint International is not in material default of the license agreement, FocalPoint International will have the right to renew the license agreement for consecutive successor terms of 10 years each. Either party has the right to terminate the license agreement with 90 days written notice to the other party due to the other party's material breach of the license agreement, unless the other party has taken reasonable measures to cure the breach within the 90 day notice period. Tracy and Fraser may also terminate the license agreement if FocalPoint International (i) files a petition of bankruptcy, (ii) is involuntarily placed in bankruptcy proceedings, (iii) comes under control of a receiver, (iv) becomes insolvent, (v) makes assignments for the benefits of creditors of all or part of its assets, (vi) undergoes liquidation or dissolution, or (vii) is unable to pay its debts in the normal course of business. The license agreement cannot be modified without the mutual consent of both parties. If the license agreement terminates or expires, FocalPoint International's license will terminate and FocalPoint Franchised Business franchise owners and FocalPoint AR Business franchise owners will no longer have the right to use the Principal Mark and related FocalPoint materials and intellectual property. No other agreement limits FocalPoint International's right to use or license the Principal Mark.
Source: Item 13 — Trademarks (FDD pages 38–40)
What This Means (2025 FDD)
According to Focalpoint Coaching's 2025 Franchise Disclosure Document, the Amended and Restated License Agreement between Tracy and Fraser and FocalPoint International, dated January 12, 2016, grants FocalPoint International an exclusive, transferable license to use and sublicense the Principal Mark for Focalpoint Coaching franchises. However, this license can be terminated if FocalPoint International files for bankruptcy.
Specifically, Tracy and Fraser have the right to terminate the license agreement if FocalPoint International (i) files a petition of bankruptcy, (ii) is involuntarily placed in bankruptcy proceedings, (iii) comes under control of a receiver, (iv) becomes insolvent, (v) makes assignments for the benefits of creditors of all or part of its assets, (vi) undergoes liquidation or dissolution, or (vii) is unable to pay its debts in the normal course of business.
If the license agreement between Tracy and Fraser and FocalPoint International terminates or expires, Focalpoint Coaching franchise owners will no longer have the right to use the Principal Mark and related FocalPoint materials and intellectual property. This could significantly impact a franchisee's ability to operate their Focalpoint Coaching business, as brand recognition and access to proprietary materials are crucial for success. Prospective franchisees should carefully consider this risk and its potential implications before investing in a Focalpoint Coaching franchise.