What is Ledgers' definition of 'Intellectual Property' in the context of the franchise agreement?
Ledgers Franchise · 2025 FDDAnswer from 2025 FDD Document
We exclusively own the Franchise System and any related copyright, trademark, service Mark, trade secret, patent right, domain name, website, telephone number or other intellectual property (collectively "Intellectual Property"). You will not undertake to obtain Intellectual Property with respect to the Franchise System. To the extent you have gained or later obtain any Intellectual Property in the Franchise System, by operation of law or otherwise, you will disclaim such Intellectual Property and will promptly assign and transfer it entirely and exclusively to us.
Source: Item 22 — CONTRACTS (FDD page 46)
What This Means (2025 FDD)
According to Ledgers' 2025 Franchise Disclosure Document, Intellectual Property is defined broadly within the context of the franchise agreement. Ledgers exclusively owns the Franchise System, which encompasses any related copyright, trademark, service mark, trade secret, patent right, domain name, website, telephone number, or other intellectual property.
This means that as a franchisee, you will not be permitted to try to obtain any intellectual property rights related to the Ledgers Franchise System. Should you inadvertently gain any intellectual property rights related to the Franchise System, you are obligated to disclaim and transfer those rights entirely and exclusively to Ledgers.
This clause is fairly standard in franchising, as the franchisor needs to protect its brand and system. It prevents franchisees from claiming ownership or control over key elements of the business model that make the franchise system unique and successful. It is important for a prospective franchisee to understand that they are licensing the right to use Ledgers' Intellectual Property, but not to own it.