What are the Learningrx franchisee's obligations regarding site selection (Item 9) and how does the franchisor's trademark protection (Item 13) play a role?
Learningrx Franchise · 2025 FDDAnswer from 2025 FDD Document
| Obligation | Section in Franchise Agreement | Item in Disclosure Document |
|---|---|---|
| a. Site selection and acquisition/lease if any | Sections 8.02 & 10.2 | 11 |
| h. Trademarks and proprietary information | Section 6 & 7 | 13, 14 |
Franchisee is solely responsible for locating a site for the Business and negotiating a lease for the property.
Upon request, Franchisor will provide limited advice and assistance to Franchisee in selecting a site and analyzing a location and in negotiating a lease.
Franchisor will analyze a location by examining population density, traffic patterns, proximity of the proposed location to any other LearningRx Centers, or any other reasonable criteria, as set forth in Section 10.2.
Franchisee agrees that the location of the Center is a factor in the potential for success of the Business and the location will be located close to the Center of the Territory.
Franchisor may reject any location in its discretion, but consent will not be unreasonably withheld.
If Franchisee and Franchisor cannot agree on the site selection, then Franchisee must select two (2) alternative sites.
Franchisor shall provide Franchisee with an evaluation of each site as described above.
Franchisor shall approve or disapprove Franchisee's proposed site within thirty (30) days of the date Franchisor receives written notice of the proposed site from Franchisee.
Any site not approved in writing by Franchisor within the thirty (30) day time period shall be deemed disapproved.
If Franchisee requests to relocate its Center, this will be subject to our approval, which we have the right to grant or deny for any reason or no reason. Any relocation will be subject to the site selection and lease provisions contained in the Franchise Agreement and Operations Manual. You will not be required to pay us a relocation fee ("Relocation Fee") for the first request to relocate your Center within the Initial Term of the Franchise Agreement or any Successor Term. You will be required to pay us a Relocation Fee of $250 if you request to relocate your Center a second time within the Initial Term of the Franchise Agreement or any Successor Term.
(b) to use and Franchise the use of trademarks or service marks other than the Marks, whether in alternative channels of distribution or at any location including the Territory, except for products provided "trainer to student," in association with operations that are similar to or different than the LearningRx Center;
(c) to offer the services or products, or grant others the right to offer the services or products, whether using the Marks or other trademarks or service marks, except products provided "trainer to student", through alternative channels of distribution, including without limitation, retail locations and other channels of distribution (other than LearningRx Centers) such as stores, shops, kiosks, malls, airports, and college campuses, at special events and other channels of distribution such as television, mail order, catalog sales, wholesale to unrelated retail outlets, or over the Internet, whether inside or outside the Territory;
(d) to any websites utilizing a domain name incorporating the word "LEARNING" or "RX" or similar derivatives thereof.
Franchisor retains the sole right to market on the Internet and use the Marks on the Internet, including all use of websites, social networking sites, domain names, URL's, directory addresses, metatags, linking, advertising, and co-branding and other arrangements.
Franchisee may not independently market on the Internet, or use any domain name, social networking site, address, locator, link, metatag, or search technique, with words or symbols similar to the Marks or otherwise establish any presence on the Internet without Franchisor's prior written approval.
Franchisor intends that any Franchisee website be accessed only through Franchisor's home page.
Franchisee will provide Franchisor with content for Franchisor's Internet marketing, and will sign Internet and intranet usage agreements, if any.
What This Means (2025 FDD)
According to Learningrx's 2025 Franchise Disclosure Document, franchisees have specific obligations regarding site selection and must adhere to guidelines that protect Learningrx's trademarks. Item 9 outlines franchisee responsibilities, referencing sections in the Franchise Agreement related to site selection (Sections 8.02 & 10.2) and trademarks (Sections 6 & 7). This indicates that site selection and trademark compliance are key areas of responsibility for Learningrx franchisees.
Learningrx franchisees are solely responsible for finding a site and negotiating the lease, though Learningrx will provide limited advice and assistance. Learningrx will analyze the location based on factors like population density, traffic patterns, and proximity to other Learningrx centers, as detailed in Section 10.2. The franchisee must locate the center close to the center of their territory. Learningrx retains the right to reject any location, although this consent will not be unreasonably withheld. If the franchisee and Learningrx cannot agree on a site, the franchisee must propose two alternative sites for evaluation. Learningrx must approve or disapprove a proposed site within 30 days of receiving written notice; failure to do so results in automatic disapproval.
Regarding trademarks, Learningrx retains significant rights, especially concerning internet marketing and the use of its marks. Franchisees cannot independently market on the internet or use domain names or social media identifiers similar to Learningrx's trademarks without prior written approval. Learningrx intends that any franchisee website be accessed only through Learningrx's homepage. Franchisees must provide content for Learningrx's internet marketing and sign usage agreements. Learningrx also reserves the right to use and franchise its trademarks through alternative distribution channels and at any location outside the franchisee's territory, except for products provided "trainer to student."
These stipulations ensure that Learningrx maintains control over its brand and online presence, which is crucial for consistency and customer recognition. Franchisees must be aware of these restrictions to avoid potential conflicts and ensure compliance with Learningrx's standards. Furthermore, franchisees are responsible for the site selection, but Learningrx provides assistance and must approve the final location, highlighting a shared interest in the success of the center. The franchisee is able to relocate their center, but any relocation will be subject to the site selection and lease provisions contained in the Franchise Agreement and Operations Manual. The franchisee will not be required to pay Learningrx a relocation fee for the first request to relocate its center within the Initial Term of the Franchise Agreement or any Successor Term. The franchisee will be required to pay Learningrx a Relocation Fee of $250 if the franchisee requests to relocate its Center a second time within the Initial Term of the Franchise Agreement or any Successor Term.