What is the definition of 'Copyrighted Materials' as it pertains to the Sonesta Select Sonesta Essential franchise agreement?
Sonesta_Select_Sonesta_Essential Franchise · 2025 FDDAnswer from 2025 FDD Document
D. Copyrighted and Copyrightable Materials. During the Term, we will authorize you to use certain copyrighted and copyrightable materials in connection with the operation of your Hotel, including the Brand Manual, trade dress and other materials (collectively, the "Copyrighted Materials").
As between you and us, we or our affiliates own the Copyrighted Materials and all benefits inherent in such ownership.
We and our affiliates may further create, acquire, or obtain licenses for certain copyrights in various works of authorship used in connection with the operation of your Hotel, including all categories of works eligible for protection under the copyright laws of the United States, all of which will be deemed to be Copyrighted Materials under this Agreement.
We intend that all works of authorship related to Brand Hotels and created in the future will be owned by us or our affiliates.
- E. Limitation on Your Use of Copyrighted Materials. Your right to use the Copyrighted Materials is derived only from this Agreement and limited to your operating your Hotel according to this Agreement and all Brand Standards we prescribe during its term.
You will ensure that all Copyrighted Materials used hereunder bear an appropriate copyright notice under the Universal Copyright Convention or other copyright laws we prescribe specifying that we or, as appropriate, our affiliate is the owner of the copyright.
You acknowledge that this Agreement does not confer upon you any interest in the Copyrighted Materials, other than the right to use them in the operation of your Hotel in compliance with this Agreement.
If we authorize you to prepare any adaptation, translation or work derived from the Copyrighted Materials, or if you prepare any Copyrighted Materials such as advertisements, posters or promotional materials, such adaptation, translation, derivative work, or copyrighted material is our property, and you assign all your right, title, and interest therein to us.
You will execute all documents, in recordable form, as we determine are necessary to reflect such ownership.
You will not use any such adaptations, translations, deriva
Source: Item 22 — CONTRACTS (FDD page 84)
What This Means (2025 FDD)
According to the 2025 Franchise Disclosure Document, for Sonesta Select Sonesta Essential, 'Copyrighted Materials' include the Brand Manual, trade dress, and other materials that the franchisor authorizes the franchisee to use during the term of the agreement in connection with the operation of their hotel. These materials are copyrighted and copyrightable. Sonesta Select Sonesta Essential or its affiliates retain ownership of these Copyrighted Materials and all benefits associated with that ownership.
Sonesta Select Sonesta Essential or its affiliates may also create, acquire, or license copyrights for various works of authorship used in connection with the hotel's operation, including all categories of works eligible for copyright protection under U.S. copyright laws. These works are also considered Copyrighted Materials under the franchise agreement. The franchisor intends that all works of authorship related to Brand Hotels and created in the future will be owned by them or their affiliates.
The franchisee's right to use the Copyrighted Materials is solely derived from the franchise agreement and is limited to operating the hotel according to the agreement and all Brand Standards prescribed by Sonesta Select Sonesta Essential during the term. The franchisee must ensure that all Copyrighted Materials used display an appropriate copyright notice, specifying that Sonesta Select Sonesta Essential or its affiliate owns the copyright. The agreement does not grant the franchisee any interest in the Copyrighted Materials beyond the right to use them in compliance with the agreement.
If Sonesta Select Sonesta Essential authorizes the franchisee to prepare any adaptation, translation, or derivative work from the Copyrighted Materials, or if the franchisee prepares any Copyrighted Materials such as advertisements, posters, or promotional materials, such work becomes the property of Sonesta Select Sonesta Essential. The franchisee must assign all rights, titles, and interests in these materials to the franchisor and execute all necessary documents to reflect this ownership. The franchisee is not allowed to use any adaptations, translations, or derivative works without explicit authorization.