Brand Development Fund. (“BDF”). We may, in our sole discretion, establish and administer a Brand Development Fund (“BDF”) for the creation and development of creative materials and programs to increase brand awareness, marketing, advertising and related programs and materials, including electronic, print, radio, television and outdoor media as well as the planning and purchasing of national and/or regional media, including electronic, print, radio, television and outdoor advertising or other media vehicles (“Marketing”). At our discretion, the BDF may also pay for consumer research and the production and deployment of marketing materials. We reserve the right to have our Affiliate or a related entity manage this fund. If not covered by BDF, each Restaurant, whether Area Operator owned or Company owned, shall be responsible for its pro rata share (or, if applicable, on a use basis), on a per Restaurant basis, of the actual production costs and fees (such as print ad fees) of the Marketing materials, which can be paid by dollars contributed to FMF. We reserve the right to charge a percent of Net Royalty Sales BDF Fee upon notice to you. You must contribute to the BDF amounts that we establish from time to time, payable on the first business day following the immediately preceding Reporting Period, together with the Royalty Fees due hereunder. At our discretion, we may Sweep the designated account referred to in Section 6.04 hereof to obtain the BDF contributions. Noodles & Company Restaurants owned by us and our Affiliates shall contribute to the BDF on the same basis as the then-current rate for franchisees. As discussed in Section 9.11 of this Agreement, at our election, supplier rebates attributable to Marketing shall be paid into the BDF and used by us, in our sole discretion, for any purpose permitted by the BDF. Currently, we are not collecting the rebates; however, we reserve the right to do so at any time. The BDF will be accounted for separately from our other funds. All disbursements from the BDF shall be made first from income and then from contributions. While our intent is to balance the BDF on an annual basis, from time to time the BDF may run at either a surplus or deficit. We may spend in any fiscal year an amount greater or less than the aggregate contributions of all Noodles & Company owned and franchised Restaurants to the BDF in that year, and the BDF may borrow from us or other lenders to cover deficits in the BDF and we may cause the BDF to invest any surplus...
Brand Development Fund. Recognizing the value of uniform advertising and promotion to the goodwill and public image of the System, you agree that we or our designee shall have the right, but not the obligation, to establish, maintain and administer a brand development fund (hereinafter referred to as the “Fund”) for such national, regional and/or local advertising programs as we may deem necessary or appropriate, in our sole discretion. We shall not be obligated to establish the Fund until we believe that doing so would be in the best interests of us, our affiliates, our franchisees and the System. If established, you agree to pay the Brand Development Fee, as described in Section 3.3. If we elect to establish the Fund, the Fund will be administered as follows:
Brand Development Fund. We will establish and administer a brand development fund in accordance with Article 8.
Brand Development Fund. Franchisee will be required to participate in Franchisor's brand development fund for the System (the "BRAND DEVELOPMENT FUND"). Franchisee shall be required to contribute to the Brand Development Fund an annual amount equal to 0.20% of Gross Xxxxxxxx for each Calculation Year, up to a maximum of Fourteen Thousand Dollars ($14,000) for each Calculation Year, and such contribution shall be deducted each Accounting Period from Franchisee's Share as set forth in Section 5.2. The Brand Development Fund shall be administered by Franchisor, or its designee, as follows:
Brand Development Fund. (a) Franchise Issues Schedule 3.24(a) contains a true, correct and complete list of all accounts used by or in connection with the Brand Development Fund, as defined in the Franchise Agreement, (collectively, the "Brand Development Fund Account") in which funds have been deposited as of the date of this Agreement. All assets of the Brand Development Fund are, as of the date of this Agreement, and will be, as of the Closing Date, deposited in the Brand Development Fund Accounts. Except as set forth in the Franchise Issues Schedule 3.24(a), no monies, other than Franchisees' and Seller's contributions to the Brand Development Fund and supplier rebates, marketing and advertising allowances, if any, have been deposited in the Brand Development Fund Account.
