Wondering if Decor can be copywrite protected? I have been looking
around at retail space and bumped into a shop that was a
"Franchised" boutique it had been in business for approximately 3
years the owner moved to a new location. The previous tenent claimed
a franchise dispute as reason or going out of business,leaving behind
a very nice build out including lights, showcases, displays, security
system etc… and the name on the wall. My question to the forum is
this, does the landlord own what is there or does the parent
corporate home office franchise have any rights to impose upon the
new tenant once the new tenant renames the place and keeps and uses
the buildout that they designed?
My question to the forum is this, does the landlord own what is there or does the parent corporate home office franchise have any rights to impose upon the new tenant once the new tenant renames the place and keeps and uses the buildout that they designed?
I believe it depends of your local laws. I once knew someone who lost
a large gas kiln as it was attached to the wall with pipe instead of
a flexible connector. Anything attached to a wall or a ceiling or a
floor that is considered a permanent installation is considered the
landlords property in Denver, Co.
My opinion, which is not worth much, is as long as you are not
representing yourself as the prior business and not using their name
you can use the buildout without changing anything. You might paint
a few walls to distance yourself from their image, might be better
for your new business to not have such a direct connection and you
can have something that better represents and suits your style.
Richard Hart G.G.
Denver, Co.
Hmmmm. The physical assets were abandoned and became the landlord’s
property. Leasehold improvements. You are not copying said
improvements, you are in essence purchasing the use of them in a
separate contract with the current owner of the improvements. If you
do not use the franchise’s logo or trade dress and don’t represent
yourself as the franchise you would probably be OK. Certainly run
that passed an attorney.
not have such a direct connection and you can have something that better represents and suits your style.
I only have some pretty vague knowledge of this topic, but I do know
one thing. There’s another legal term that I don’t recall, but it
means that “look and feel” of a company can be copyrighted. What
that means is things like UPS’ brown uniforms and trucks, McDonald’s
color scheme and uniforms. Tiffany’s blue packaging. Lots of things
like airline’s colors, decor and uniforms. It depends on the exact
situation of the OP place, and there’s bankruptcy involved. But it
means that you can’t open a burger place in a vacant McDonald’s
without painting it, for sure.
Gustavo,
you raise a few issues: decor being copyrighted must represent a
unique and distinct style of trade to be copyrighted. If the
boutique’s former tenet was involved in a franchise, but not the
landlord -as the landlord simply retained anythig that was attached
to the building (a lesson in permanently installing your properties
in other’s spaces should be noted here!!! Think locking casters,
removable chaining and free standing displays !). The lease with
this particular landlord should be carefully worded and all items
that are technically not his inventory (gotten by default and not
claimable by the franchise that has presumably simply lost a
participant/ not in disputed ownership) should be either
lease-purchsed if you are interested in ownership of them after
paying to rent them for any long term period (3 years +) or a
contract made specifying the terms of your leasing his/her space
include the usufrucht of the equipment by your LLC or corporation (so
that no one can reproach you as a sole proprietor over franchise
owned property- which is most likely not the case. Usually the
franchisee buys the fixtures, but inadvertently attaches them to a
rented space not knowing what they are doing or getting into and the
landlord forces the issue upon their attempted removal/or the tenet
doesn’t read the lease terms regarding installations!!). Definitely
have an attorney in your best interest draw up a non-standard
contract/lease agreement that takes into account the landlords spoils
of war so-to-speak as there is a good chance, if you are interested
in them, your lease agreement is in part based on the fixtures being
attached to your business in perpetuity, regardless of location after
x period of years. You must redecorate the space to disassociate it
with any branding or likeness of the former tenets brand association:
remove, paint, etc. anything that remotely resembles the former
franchise association with the space. Laser etching on a variety of
substrates can cover most anything that paint or paper can’t
accomplish as far as emblems or other remnants of the former tenets
brand association. Just have an objective party familiar with the
former franchise and your style give you a realistic opinion of the
space after you have remade it in order to identify any remaining
traces of franchise association you may have missed… if it’s all
truly worth it (a good location, target market in that area, and
things installed in the space that you desire, go for it- but
consider your businesses organization type if there are any pending
disputes with the franchise and landlord, or franchisee and landlord,
or tenet and landlord…ask for full disclosure from the landlord
before signing anything!
best regards, r.e.r