What other instructions must a Red Wagon Club licensee comply with upon termination of the agreement?
Red_Wagon_Club Franchise · 2024 FDDAnswer from 2024 FDD Document
ate any such law, ordinance, or regulation;
- (xii) Licensee fails to pay when due any third-party supplier or taxing authority and does not cure such failure within the applicable cure period;
- (xiii) Franchisee (or any of its owners) fails to comply with any other provision of this Agreement or any System Standard and does not correct the failure within 30 days after Franchisor delivers written notice of the failure to Franchisee.
- (c) Effect of Expiration or Termination. Upon the expiration or termination of this Agreement, all Licensee's rights under this Agreement shall immediately terminate, and Licensee must : (i) cease using any Licensed Materials; (ii) remove any and all references to the Marks, the Brand, or the Licensed Materials used in connection with Licensee's Law Firm Business, and (ii) comply with all other reasonable instructions Franchisee or Franchisor gives Licensee.
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- Assignment. This Agreement is personal to Licensee and shall not be assigned except in accordance with this Agreement and with Franchisee's and Franchisor's prior written consent, which may be withheld in the sole discretion of Franchisee and/or Franchisor. For the purpose of this Agreement, any transfer of stock or ownership interests or other voting or beneficial control of Licensee, including by merger or reorganization, and/or any sale of all or substantially all of Licensee's assets, will be deemed an assignment of this Agreement. Franchisee may not assign this Agreement except in connection with an assignment of the Franchise Agreement for which Franchisee has consent from Franchisor.
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- Dispute Resolution.
Source: Item 23 — RECEIPTS (FDD pages 47–142)
What This Means (2024 FDD)
According to the 2024 Red Wagon Club Franchise Disclosure Document, upon termination of the License Agreement, the licensee must adhere to several instructions. The licensee must cease using any Licensed Materials and remove all references to the Marks, the Brand, or the Licensed Materials used in connection with the licensee's Law Firm Business. Additionally, the licensee must comply with all other reasonable instructions given by the Franchisee or Franchisor.
Furthermore, the licensee is obligated to return all Confidential Information related to the Franchisor or certify in writing that such information has been destroyed. However, the licensee may retain copies of Confidential Information if required by applicable law or necessary to enforce their rights under the Agreement. Any Confidential Information lawfully retained remains subject to the terms and conditions of the Agreement even after termination.
Additionally, the licensee must execute and deliver to Franchisor an assignment of all rights the Licensee might have created in any work, trademark, or other intellectual property right using or including the Marks and/or Licensed Materials together with any goodwill associated therewith. However, the licensee will retain the goodwill in Licensee's Law Firm Business apart from the goodwill associated with the use of the Marks and Licensed Materials. These measures ensure the protection of Red Wagon Club's brand and confidential information after the agreement concludes.