Trademark Trial and Appeal Board Electronic Filing System. https://estta.uspto.gov
`
`ESTTA Tracking number:
`
`ESTTA1125599
`
`Filing date:
`
`04/07/2021
`
`IN THE UNITED STATES PATENT AND TRADEMARK OFFICE
`BEFORE THE TRADEMARK TRIAL AND APPEAL BOARD
`
`Proceeding
`
`91249446
`
`Party
`
`Correspondence
`Address
`
`Submission
`
`Filer's Name
`
`Filer's email
`
`Signature
`
`Date
`
`Attachments
`
`Plaintiff
`Music Makers Holdings LLC
`
`SHELDON H KLEIN
`LATHROP GPM LLP
`600 NEW HAMPSHIRE AVENUE NW THE WATERGATE - SUITE 700
`WASHINGTON, DC 20037
`UNITED STATES
`Primary Email: sheldon.klein@lathropgpm.com
`Secondary Email(s): molly.littman@lathropgpm.com, cyn-
`thia.hefferan@lathropgpm.com, trademark@lathropgpm.com
`202-295-2200
`
`Testimony For Plaintiff
`
`Molly R. Littman
`
`molly.littman@lathropgpm.com, sheldon.klein@lathropgpm.com, trade-
`mark@lathropgpm.com, lois.siljander@lathropgpm.com
`
`/Molly R. Littman/
`
`04/07/2021
`
`REDACTED Sakell Declaration.pdf(140366 bytes )
`Exhibit 1 Part 1 to Sakell Declaration.pdf(5199805 bytes )
`Exhibit 1 Part 2 to Sakell Declaration.pdf(5185604 bytes )
`Exhibit 1 Part 3 to Sakell Declaration.pdf(5177142 bytes )
`Exhibit 1 Part 4 to Sakell Declaration.pdf(5135642 bytes )
`Exhibit 1 Part 5 to Sakell Declaration.pdf(5230600 bytes )
`Exhibit 1 Part 6 to Sakell Declaration.pdf(5237778 bytes )
`Exhibit 1 Part 7 to Sakell Declaration.pdf(5119662 bytes )
`Exhibit 1 Part 8 to Sakell Declaration.pdf(3464754 bytes )
`
`

`

`IN THE UNITED STATES PATENT AND TRADEMARK OFFICE
`BEFORE THE TRADEMARK TRIAL AND APPEAL BOARD
`
`Music Makers Holdings LLC,
`
`In re Application No. 88010945, for the mark BACH N ROLL MUSIC ACADEMY, published
`April 16, 2019.
`__________________________________________
`)
`)
`)
`)
`)
`)
`)
`)
`)
`)
`
`Applicant.
`__________________________________________)
`
`Opposer,
`
`Opposition No. 91249446
`
`v.
`
`The Piano Studio,
`
`TESTIMONY DECLARATION OF ANGELA SAKELL
`
`I, Angela Sakell, declare under penalty of perjury as follows:
`
`I.
`
`Basis for Testimony and Authentication of Exhibits
`
`1.
`
`I am currently the Senior Vice President of Marketing and Operations at Music
`
`Makers Holdings LLC (“MMH” or “Opposer”). I submit this declaration to provide relevant
`
`information regarding: the general business of Opposer; Opposer’s BACH TO ROCK Marks (as
`
`defined in the Notice of Opposition) and their history; the goods and services sold under
`
`Opposer’s BACH TO ROCK Marks; the strength of the BACH TO ROCK Marks; the similarity
`
`of Applicant’s applied-for mark, BACH N ROLL MUSIC ACADEMY, and the goods and
`
`services identified in Application No. 8810945 at issue in this proceeding (the “Subject
`
`Application”), to Opposer’s BACH TO ROCK Marks and Opposer’s goods and services sold
`
`under those marks; Opposer’s advertisement and promotion of goods and services under the
`
`BACH TO ROCK Marks and use of those marks in general; the target consumers and channels
`
`of trade for Opposer’s goods and services sold under the BACH TO ROCK Marks, and the
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`overlap of those target consumers and channels of trade with target consumers and channels of
`
`trade for the goods and services identified in the Subject Application; licensing of the BACH TO
`
`ROCK Marks and use of those marks by Opposer’s licensees; Opposer’s registrations for the
`
`BACH TO ROCK Marks; and potential injury to Opposer and to consumers posed by the
`
`Subject Application and the applied-for mark, BACH N ROLL MUSIC ACADEMY.
`
`2.
`
`This declaration and the facts set forth herein are based on my personal
`
`knowledge and on information contained in Opposer’s business records regularly maintained by
`
`Opposer in the normal course of business and to which I have regular access in the course of my
`
`job. Unless otherwise noted, the exhibits to which I refer and which are attached to this
`
`declaration are copies of documents and other materials from Opposer’s business records kept in
`
`the ordinary course of business.
`
`II.
`
`Job Responsibilities, Experience, and Education
`
`3.
`
`From January 2020 to the present, I have served as Senior Vice President of
`
`Marketing and Operations at Opposer MMH. During that same time frame, I also have been
`
`Senior Vice President of Marketing and Operations at America’s Music School LLC (“AMS”), a
`
`wholly-owned subsidiary of MMH, which is a licensee of MMH for the BACH TO ROCK
`
`Marks and the franchisor/licensor of a chain of music schools that operate under the BACH TO
`
`ROCK Marks. From April 2019 to December 2019, I was Vice President of Marketing and
`
`Operations at MMH and AMS and, from January 2013 to April 2019, I was Vice President,
`
`Marketing, at MMH and AMS.
`
`4.
`
`In these positions, I have been generally responsible for and am familiar with the
`
`ongoing operations of MMH and AMS. I am responsible for building the BACH TO ROCK
`
`brand, developing strong enrollment for the music schools, contributing substantially to the
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`strategic vision of the organization, and expanding the franchised business.
`
`5.
`
`Prior to my work at Opposer, I was the President of Sakell Consulting, LLC from
`
`November 2008 to January 2014, where my responsibilities included consulting for business and
`
`nonprofit clients, including Opposer. Prior to that, I held positions as Vice President of
`
`Marketing and Sales at BoardSource, Vice President of Marketing at Sylvan Learning Centers,
`
`and Director of National Advertising at Sylvan Learning Centers.
`
`6.
`
`I earned a Business Administration/Marketing degree at the University of
`
`Delaware in 1987. In 1991, I received an MBA degree in Marketing from Loyola University in
`
`Maryland.
`
`III. Opposer’s Registrations for, and Use of, the BACH TO ROCK Marks in
`Connection with Music Education and Related Goods and Services
`
`7.
`
`Opposer MMH, a Maryland limited liability company, is the owner of the BACH
`
`TO ROCK Marks and the following US registrations for the BACH TO ROCK Marks:
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`MARK
`
`REG. NO. FILING/REG. DATES
`
`GOODS/SERVICES
`
`BACH TO ROCK
`
`4075612
`
`Filing Date:
`January 15, 2008
`
`Registration Date:
`December 27, 2011
`
`BACH TO ROCK
`
`4075640
`
`Filing Date:
`June 18, 2009
`
`Registration Date:
`December 27, 2011
`
`Class 9: Audio and video recordings
`featuring music and music related
`entertainment
`Class 25: T-Shirts
`Class 41: Educational services, namely,
`musical instruction and training of
`music, songwriting, live performances
`and music business; music camps for the
`instruction and training of music,
`songwriting, live performances and
`music business; entertainment services,
`namely, providing music concerts;
`conducting live musical performances;
`production of music and music video
`recordings; entertainment services,
`namely, providing a website featuring
`information, audio and video
`presentations featuring musical
`performances
`
`Class 9: pre-recorded digital media,
`namely, CDs, DVDs, and downloadable
`audio and video recordings featuring
`music and musical performances
`
`46705292v1
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`MARK
`
`REG. NO. FILING/REG. DATES
`
`GOODS/SERVICES
`
`BACH TO ROCK
`
`4085568
`
`Filing Date:
`June 12, 2009
`
`Registration Date:
`January 17, 2012
`
`4275980
`
`Filing Date:
`December 1, 2006
`
`Registration Date:
`January 15, 2013
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`46705292v1
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`
`Class 41: education and entertainment
`services, namely, providing training and
`instruction in the fields of pop and rock
`music and performance arts; operating
`schools in the fields of pop and rock
`music and performance arts; providing
`physical facilities for the rehearsal and
`recording of performances in pop and
`rock music; providing instructor training
`services in the fields of pop and rock
`music and performance arts; organizing
`and conducting concerts and
`competitions in the fields of pop and
`rock music and performance arts;
`providing recognition and incentives to
`individuals who demonstrate excellence
`in the fields of pop and rock music and
`performance arts; providing web sites in
`the fields of pop and rock music and
`performance arts
`
`Class 41: Education and entertainment
`services, namely, providing training and
`instruction in the fields of pop, classical,
`and rock music and performance arts;
`operating schools in the fields of pop,
`classical, and rock music and
`performance arts; providing physical
`facilities for the rehearsal and recording
`of performances in pop, classical, and
`rock music; providing instructor training
`services in the fields of pop, classical,
`and rock music and performance arts;
`organizing and conducting concerts and
`competitions in the fields of pop,
`classical, and rock music and
`performance arts; providing recognition
`and incentives to individuals who
`demonstrate excellence in the fields of
`pop, classical, and rock music and
`performance arts; providing web sites in
`the fields of pop, classical, and rock
`music and performance arts
`
`

`

`MARK
`
`REG. NO. FILING/REG. DATES
`
`GOODS/SERVICES
`
`BACH TO ROCK
`
`4355817
`
`Filing Date:
`June 18, 2009
`
`Class 25: clothing, namely, t-shirts,
`sweatshirts and baseball caps
`
`Registration Date:
`June 25, 2013
`
`5166262
`
`Filing Date:
`August 17, 2016
`
`Registration Date:
`March 21, 2017
`
`Class 9: Audio and video recordings
`featuring music, musical performances,
`and music related entertainment
`Class 35: Advice in the running of
`establishments as franchises
`Class 41: Education and entertainment
`services, namely, providing training and
`instruction in the fields of music,
`performance arts and dj; operating
`schools in the fields of music,
`performance arts and dj; providing
`physical facilities for the rehearsal and
`recording of musical performances;
`providing instructor training services in
`the fields of music, performance arts and
`dj; organizing and conducting concerts
`and competitions in the fields of music,
`performance arts and dj; providing
`recognition and incentives by the way of
`awards to individuals who demonstrate
`excellence in music, performance arts
`and dj
`
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`MARK
`
`REG. NO. FILING/REG. DATES
`
`GOODS/SERVICES
`
`5170058
`
`Filing Date:
`July 26, 2016
`
`Registration Date:
`March 28, 2017
`
`5170059
`
`Filing Date:
`July 26, 2016
`
`Registration Date:
`March 28, 2017
`
`Class 41: Education and entertainment
`services, namely, providing training and
`instruction in the fields of music,
`performance arts and dj; operating
`schools in the fields of music,
`performance arts and dj; providing
`physical facilities for the rehearsal and
`recording of musical performances;
`providing instructor training services in
`the fields of music, performance arts and
`dj; organizing and conducting concerts
`and competitions in the fields of music,
`performance arts and dj; providing
`recognition and incentives by the way of
`awards to individuals who demonstrate
`excellence in music, performance arts
`and dj
`
`Class 41: Education and entertainment
`services, namely, providing training and
`instruction in the fields of music,
`performance arts and dj; operating
`schools in the fields of music,
`performance arts and dj; providing
`physical facilities for the rehearsal and
`recording of musical performances;
`providing instructor training services in
`the fields of music, performance arts and
`dj; organizing and conducting concerts
`and competitions in the fields of music,
`performance arts and dj; providing
`recognition and incentives by the way of
`awards to individuals who demonstrate
`excellence in music, performance arts
`and dj
`
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`MARK
`
`REG. NO. FILING/REG. DATES
`
`GOODS/SERVICES
`
`5179976
`
`Filing Date:
`July 26, 2016
`
`Registration Date:
`April 11, 2017
`
`Class 41: Education and entertainment
`services, namely, providing training and
`instruction in the fields of music,
`performance arts and dj; operating
`schools in the fields of music,
`performance arts and dj; providing
`physical facilities for the rehearsal and
`recording of musical performances;
`providing instructor training services in
`the fields of music, performance arts and
`dj; organizing and conducting concerts
`and competitions in the fields of music,
`performance arts and dj; providing
`recognition and incentives by the way of
`awards to individuals who demonstrate
`excellence in music, performance arts
`and dj
`
`8.
`
`Printouts of the USPTO TSDR records for these marks were submitted with
`
`Opposer’s Notice of Opposition as Exhibit A. See 1 TTABVUE 8-47. The goods and services
`
`identified in the above chart are collectively referred to herein as “Opposer’s Goods and
`
`Services.”
`
`9.
`
`Except for the mark covered by Registration No. 4275980, which was first used in
`
`commerce at least as early as July 2, 2007, Opposer was using each of Opposer’s BACH TO
`
`ROCK Marks listed in the chart above in U.S. commerce before the date that Opposer filed the
`
`respective application for each registration. All of those marks were first used in U.S. commerce
`
`long before the filing of Applicant’s Application Ser. No. 88010945 for BACH N ROLL MUSIC
`
`ACADEMY, and are currently in use.
`
`10.
`
`Opposer's BACH TO ROCK Marks are used in connection with Opposer’s Goods
`
`and Services under two business arrangements. Under one arrangement, wholly-owned
`
`subsidiaries of Opposer MMH own and operate music schools (currently, ten locations in four
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`states). Such affiliates of MMH have operated music schools under BACH TO ROCK Marks
`
`since 2007.
`
`11.
`
`Under a second arrangement, MMH licenses its BACH TO ROCK Marks to
`
`another wholly-owned subsidiary, AMS, which is also a Maryland limited liability company.
`
`AMS franchises the BACH TO ROCK chain of music schools. There are currently 37 open
`
`franchised BACH TO ROCK locations in 18 states. AMS began offering franchises in 2011.
`
`Attached hereto as Exhibits 1-5 are true and correct copies of Opposer’s Franchise Disclosure
`
`Documents1 dated 2016-2020, which explain the franchise arrangement in detail.
`
`12.
`
`In this declaration, when I refer to “use” of the BACH TO ROCK Marks by
`
`Opposer MMH, I include use of the marks by MMH’s affililates and by AMS’s franchisees, as it
`
`is my understanding that all such use of the marks inures to the benefit of Opposer.
`
`13.
`
`In addition to acquiring rights to the BACH TO ROCK Marks via its use and
`
`registration of the marks, Opposer acquired rights to BACH TO ROCK marks from third parties.
`
`Attached as Exhibit 6 is a true and correct copy of a trademark assignment from Charles M.
`
`Forman, Trustee for Bach To Rock Music School, Inc., d/b/a East Coast Piano, dated January
`
`2009. Attached as Exhibit 7 is a true and correct copy of a trademark assignment from Maria
`
`Sarro, dated May 9, 2011.
`
`14.
`
`Opposer—through its subsidiaries and AMS’s franchisees—sells and provides
`
`Opposer’s Goods and Services at BACH TO ROCK locations throughout the United States and
`
`online. Attached hereto as Exhibit 8 is a true and correct copy of pages from Opposer’s website,
`
`bachtorock.com (also accessible as b2rmusic.com), dated March 31, 2021. Attached hereto as
`
`Exhibit 9 are true and correct copies of Opposer’s website, from archive.org, as of months and
`
`1 AMS filed these Franchise Disclosure Documents as required by state law.
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`dates specified therein during 2008, 2010, 2012, 2014, 2016, 2018, and 2020.
`
`15.
`
`Currently, BACH TO ROCK music schools affiliated with Opposer – as
`
`subsidiaries or as franchisees of AMS - are located in Arizona, California, Connecticut, Florida,
`
`Georgia, Illinois, Indiana, Maryland, Massachusetts, Minnesota, New Jersey, New York, North
`
`Carolina, Oregon, Pennsylvania, South Carolina, Tennessee, Texas, Virginia, and Washington.
`
`16.
`
`By way of example of sales revenue generated from goods and services sold
`
`under the Marks, from 2013 to 2019, sales of goods and services under the BACH TO ROCK
`
`Marks generated revenues of approximately
`
` from operations of subsidiaries other
`
`than AMS and approximately
`
` from operations of franchisees of AMS
`
`17.
`
`Opposer’s target customers are music students of all ages, genders, and
`
`socioeconomic groups, and their parents.
`
`18.
`
`Opposer’s Goods and Services range in price depending on the service provided
`
`and the item sold, and market price for such goods/services in each geographic area. Prices at the
`
`franchised locations are determined by the franchisee. The average price for a one-hour group
`
`music lesson at a BACH TO ROCK music school is about
`
`. In general, Opposer’s consumers
`
`are typically middle-class families of average means seeking music lessons for their children in a
`
`fun and safe environment.
`
`IV. Opposer Advertises the BACH TO ROCK Marks in Various Media Throughout the
`United States
`
`19.
`
`Opposer, through its subsidiaries, advertises the BACH TO ROCK Marks in
`
`various media throughout the United States. By way of example of advertising expenditures
`
`associated with its BACH TO ROCK Marks, from 2013 to 2019, Opposer and/or its subsidiaries
`
`spent nearly
`
` advertising and promoting its goods and services under the BACH TO
`
`ROCK Marks. In addition, during that same period, AMS’s franchisees spent approximately
`
`
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` on such advertising.
`
`20.
`
`Opposer’s subsidiaries advertise goods and services under the BACH TO ROCK
`
`Marks online at bachtorock.com (also accessible as b2rmusic.com) and
`
`bachtorockfranchise.com, on social media, and through direct mail, contests, giveaways,
`
`premium items, events, community involvement activities, promotional items, point-of-purchase
`
`(POP) materials, designs, photographs, visual merchandising, print, radio, television, outdoor,
`
`electronic ads, email, and press releases. Representative examples of advertising and promotion
`
`of Opposer’s Goods and Services sold under the BACH TO ROCK Marks dated between 2017
`
`and 2021 are attached hereto as Exhibit 10. Additional representative samples submitted to the
`
`USPTO on June 12, 2018, in support of Opposer’s declaration of use and incontestability under
`
`Sections 8 and 15 of the Trademark Act for its mark
`
`,
`
`covered by Registration No. 4275980, are attached hereto as Exhibit 14. Attached hereto as
`
`Exhibit 13 is a true and correct copy of pages from Opposer’s website,
`
`bachtorockfranchise.com, dated March 31, 2021.
`
`21.
`
`AMS’s franchisees also advertise Opposer’s Goods and Services under the BACH
`
`TO ROCK Marks through their own individual social media pages, and via some of the media
`
`listed in the preceding paragraph.
`
`22.
`
`Opposer, its affiliates, and/or AMS’s franchisees have been mentioned many
`
`times in the news media for high-quality BACH TO ROCK goods and services. Attached hereto
`
`as Exhibit 11 is a true and correct copy of screenshots from Opposer’s b2rmusic.com website,
`
`dated March 31, 2021, listing examples of press releases and occasions that Opposer’s BACH
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`

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`TO ROCK Marks in association with Opposer’s Goods and Services have been mentioned in the
`
`media since 2007.
`
`V.
`
`Consumers Expect High-Quality Goods and Services to be Supplied under
`Opposer’s BACH TO ROCK Marks
`
`23.
`
`Consumers expect Opposer’s Goods and Services offered under the BACH to
`
`ROCK Marks to be of the highest quality.
`
`24.
`
`In reviews dated August to October 2020, approximately 85% of the customers of
`
`Opposer’s Goods and Services offered under the BACH TO ROCK Marks (by Opposer’s
`
`subsidiaries and AMS’s franchisees) rated those goods and services a 10 out of 10. Attached
`
`hereto as Exhibit 12 is a true and correct copy of Opposer’s customer reviews dated August to
`
`October 2020.
`
`25.
`
`All the foregoing sales, advertising, and publicity of Opposer’s BACH TO ROCK
`
`Marks have resulted in a high level of popularity and consumer recognition of the BACH TO
`
`ROCK Marks in the United States.
`
`26.
`
`Because of the success and appeal of Opposer’s Goods and Services offered under
`
`the BACH TO ROCK Marks, Opposer’s BACH TO ROCK Marks - in connection with
`
`Opposer’s Goods and Services - have acquired significant value and become well-known to the
`
`public and to the trade as identifying and distinguishing Opposer as the source of high quality
`
`music education services and related goods and services offered under the BACH TO ROCK
`
`Marks.
`
`V.
`
`The Use and Registration of Applicant’s BACH N ROLL MUSIC ACADEMY
`Mark is Likely to Cause Confusion and Will Injure Opposer and Consumers
`
`27.
`
`If Applicant is permitted to obtain a registration for and use its BACH N ROLL
`
`MUSIC ACADEMY mark, I expect Applicant’s use of that mark to confuse consumers as to the
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`source and/or affiliation of Applicant’s goods and services. That is, the applied-for mark is likely
`
`to cause confusion, to cause mistake, and/or to deceive.
`
`28.
`
`Opposer’s BACH TO ROCK Marks and Applicant’s BACH N ROLL MUSIC
`
`ACADEMY Mark are similar in appearance, sound, and meaning. Both parties’ marks connote
`
`music of all genres, including especially classical and rock and roll, as well as contemporary,
`
`being taught to students of all ages. The marks share “BACH” as their initial term, which has the
`
`identical sound, connotation and commercial impression, i.e., classical music. The terms
`
`“ROCK” in Opposer’s BACH TO ROCK Marks and “N ROLL” in Applicant’s BACH N ROLL
`
`MUSIC ACADEMY Mark also have the same connotation and commercial impression i.e., rock
`
`n roll music. The terms “MUSIC SCHOOL” and “MUSIC ACADEMY” in the parties’
`
`respective marks have the same initial word and sound and the same connotation and commercial
`
`impression i.e., a place for music instruction and performance. The overall sound, connotation,
`
`and commercial impression of Opposer’s BACH TO ROCK Marks and Applicant’s BACH N
`
`ROLL MUSIC ACADEMY Mark are highly similar.
`
`29.
`
`Applicant seeks to register the BACH N ROLL MUSIC ACADEMY mark in
`
`connection with music instruction, which is identical to Opposer’s core business. A number of
`
`other goods and services listed in Applicant’s application directly overlap and compete with
`
`Opposer’s Goods and Services sold under Opposer’s Marks.
`
`30.
`
`Applicant’s registration of the BACH N ROLL MUSIC ACADEMY mark in
`
`connection with music instruction and related goods and services will harm the goodwill that
`
`Opposer has built in its BACH TO ROCK Marks for many years.
`
`31.
`
`Applicant’s use and registration of the BACH N ROLL MUSIC ACADEMY
`
`mark will devalue Opposer’s BACH TO ROCK Marks. It will diminish Opposer’s ability to
`
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`control how its marks are used and how consumers perceive its goods and services. For instance,
`
`if consumers mistakenly associate or confuse Applicant’s goods and services with Opposer’s
`
`Goods and Services, and are dissatisfied with Applicant’s goods and services, they may
`
`mistakenly associate this dissatisfaction with Opposer, harming the goodwill and reputation of
`
`Opposer’s BACH TO ROCK Marks.
`
`32.
`
`For the above reasons, Opposer will be significantly harmed by the registration of
`
`Applicant’s BACH N ROLL MUSIC ACADEMY mark.
`
`I declare under penalty of perjury that the foregoing is true and correct.
`
`Dated: April 7, 2021
`
`Angela Sakell
`
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`CERTIFICATE OF SERVICE
`
`I hereby certify that on April 7, 2021 a true and correct copy of the foregoing Testimony
`
`Declaration of Angela Sakell was served via email upon Applicant’s counsel at the following:
`
`Gordon G. Waggett
`ggw@am-law.com
`gordon@waggettlaw.com
`Kenichi Yagi
`ky@am-law.com
`Adair Myers Stevenson Yagi, PLLC
`24 Greenway Plaza, Suite 1305
`Houston, TX 77046
`
`Dated: April 7, 2021
`
`/Sheldon H. Klein/
`Sheldon H. Klein
`
`
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`EXHIBIT 1
`EXHIBIT 1
`
`

`

`FRANCHISE DISCLOSURE DOCUMENT
`
`MAY 02 2016
`
`Tin
`
`Received
`LA Mailroom
`
`~*
`
`MsdeahebYaug
`
`AMERICA’S MUSIC SCHOOL
`L@&Partment of
`(a Maryland limited liability coneaaniess Oversight
`
`7500 Old Georgetown Road, Suite 1400
`Bethesda MD 20814
`855-227-7570
`www Bachtorock com
`franchise@bachtorock com
`
`America s Music School LLC offers franchises for the establishment and operation of “Bach to
`Rock” music education centers that utilize a distinctive teaching method based on the principle
`that music instruction is most effective when conducted in a socially interactive environment
`The Bach to Rock music education centers, or schools, offer a diverse variety of classes and
`programsfor children and adults, including group classes,private lessons, band sessions,early
`childhood classes, and special events programming
`
`Thetotal investment necessary to begin operation of a Bach to Rockfranchise is $360 000 to
`$505 000 This includes $40,000 that must be paid to the franchisorortts affiliates
`If you sign
`an Area Development Agreement to develop multiple Bach to Rock schools in a specified area,
`you must also pay the franchisor an area development fee equal to the greater of 50% ofinitial
`franchise fees that are required for each Bach to Rock school or $17,500
`
`This disclosure document summarizes certain provisions of your franchise agreementand other
`information in plain English Read this disclosure document and all accompanying agreements
`carefully You must receive this disclosure documentat least 14 calendar days before you sign
`a binding agreement with or make any paymentto, the franchisor or an affiliate in connection
`with the proposed franchise sale Note, however, that no governmental agency has verified
`the information contained in this document
`
`You may wish to receive your disclosure documentin another format that is more convenientfor
`you
`To discuss the availability of disclosures in different formats, contact Ralph Rillon
`America’s Music School LLC, 7500 Old Georgetown Road, Suite 1400, Bethesda, MD 20814,
`855-227-7570, or franchise@bachtorock com
`
`The terms of your contract will govern your franchise relationship Dont rely on the disclosure
`document alone to understand your contract Read all of your contract carefully Show your
`contract and this disclosure documentto an advisor, like a lawyer or an accountant
`
`Buying a franchise is a complex investment The information in this disclosure document can
`help you make up your mind More information on franchising, such as “A Consumer's Guide to
`Buying a Franchise,” which can help you understand howto usethis disclosure document, is
`available from the Federal Trade Commission You can contact the FTC at 1-877-FTC-HELPor
`by writing to the FTC at 600 Pennsylvania Avenue, NW, Washington DC 20580 You can also
`visit the FTC s home page at www ftc gov for additional information Call your state agency or
`visit your public library for other sources of information on franchising
`
`There may also be laws on franchising in your state Ask your state agencies about them
`
`The issuance date of this Franchise Disclosure Document is April 14, 2016 as amendedApril
`29, 2016
`
`Bach to Rock FDD (2016)
`GP 4231820 v13
`
`$$_$_____~~
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`STATE COVER PAGE
`
`Your state may have a franchise law that requires a franchisor to register or file with a state
`franchise administrator before offering or selling in your state
`REGISTRATION OF A
`FRANCHISE BY A STATE DOES NOT MEAN THAT THE STATE RECOMMENDS THE
`FRANCHISE OR HAS VERIFIED THE INFORMATION IN THIS DISCLOSURE DOCUMENT
`
`Call the state franchise administrator listed in Exhibit F for information about the franchisor, or
`about franchising in your state
`
`MANY FRANCHISE AGREEMENTS DO NOT ALLOW YOU TO RENEW UNCONDITIONALLY
`AFTER THE INITIAL TERM EXPIRES YOU MAY HAVE TO SIGN A NEW AGREEMENT
`WITH DIFFERENT TERMS AND CONDITIONS IN ORDER TO CONTINUE TO OPERATE
`YOUR BUSINESS BEFORE YOU BUY, CONSIDER WHAT RIGHTS YOU HAVE TO RENEW
`YOUR FRANCHISE,IF ANY, AND WHAT TERMS YOU MIGHT HAVE TO ACCEPT IN ORDER
`TO RENEW
`
`Please considerthe following RISK FACTORSbefore you buythis franchise
`
`“4
`
`*2
`
`3
`
`THE FRANCHISE AGREEMENT REQUIRES YOU TO RESOLVE DISPUTES WITH US
`BY MEDIATION OR LITIGATION ONLY IN MARYLAND OUT OF STATE MEDIATION
`OR LITIGATION MAY FORCE YOU TO ACCEPT A LESS FAVORABLE SETTLEMENT
`FOR DISPUTES IT MAY ALSO COST MORETO MEDIATE OR LITIGATE WITH US IN
`MARYLAND THAN IN YOUR OWN STATE
`
`THE FRANCHISE AGREEMENT PROVIDES THAT MARYLAND LAW GOVERNS THE
`AGREEMENT, EXCEPT TO THE EXTENT THAT THE LANHAM ACT GOVERNS
`MARYLAND LAW MAY NOT PROVIDE THE SAME PROTECTIONS AND BENEFITS
`AS LOCAL LAW YOU MAY WANT TO COMPARE THESE LAWS
`
`THE FRANCHISE AGREEMENT REQUIRES THAT THE SPOUSE OF CERTAIN
`OWNERS OF THE FRANCHISEE ENTITY MUST SIGN A PERSONAL GUARANTEE
`ALONG WITH THE OWNER, MAKING THE SPOUSE JOINTLY AND SEVERALLY
`LIABLE FOR THE OBLIGATIONS UNDER THE FRANCHISE AGREEMENT, WHICH
`MAY PLACE THE SPOUSE’S ASSETS, OR COMMUNITY ASSETS, AT RISK YOU
`MAY WANT TO CONSIDER THIS WHEN MAKING A DECISION TO PURCHASE THIS
`FRANCHISE OPPORTUNITY
`
`4
`
`THERE MAYBE OTHER RISKS CONCERNING THIS FRANCHISE
`
`Certain states require the
`law may supersede these agreement provisions
`* Local
`superseding provisions to appear In an addendum to this Disclosure Document(see Exhibits K
`and L)
`
`Currently, we use the services of several FRANCHISE BROKERSorreferral sources to
`assist us in selling our franchise A franchise brokeror referral source represents us,
`not you If a franchise brokersells our franchise or refers you to us, we will pay the
`brokera fee for this You should make sure to do your own investigation of the
`franchise
`
`Effective Date See the next pagefor state effective dates
`
`Bach to Rock FDD (2016)
`GP 4231820 v13
`
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`STATE EFFECTIVE DATES
`
`The following states require that the Franchise Disclosure Document be registered orfiled with
`the state or be exempt from registration
`California, Hawai,
`Illinois
`Indiana, Maryland
`Michigan, Minnesota, New York, North Dakota Rhode Island, South Dakota, Virgina
`Washington and Wisconsin
`
`This Franchise Disclosure Documentts registered, on file, or exempt from registration in the
`following states having franchise registration disclosure laws
`
`
`
`STATES
`
`EFFECTIVE DATE
`
`Maryland
`
`April 28 2016
`
`Minnesota
`
`April 18, 2016
`
`
`
`North Dakota
`
`RhodeIsland
`
`South Dakota
`
`Utah
`
`Virginia
`
`Washington
`
`Wisconsin
`
`April 16 2016
`
`April 15, 2016
`
`Bach to Rock FDD (2016)
`GP 4231820 v13
`
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`ADDENDUM FOR THE STATE OF MICHIGAN
`
`THE STATE OF MICHIGAN PROHIBITS CERTAIN UNFAIR PROVISIONS THAT ARE
`SOMETIMES IN FRANCHISE DOCUMENTS IF ANY OF THE FOLLOWING PROVISIONS
`ARE IN THESE FRANCHISE DOCUMENTS, THE PROVISIONS ARE VOID AND CANNOT
`BE ENFORCED AGAINST YOU
`
`(A)
`
`(B)
`
`(C)
`
`A PROHIBITION ON THE RIGHT OF A FRANCHISEE TO JOIN AN
`ASSOCIATION OF FRANCHISEES
`
`A
`TO
`ASSENT
`FRANCHISEE
`A
`THAT
`A REQUIREMENT
`RELEASE ASSIGNMENT, NOVATION, WAIVER OR ESTOPPEL WHICH
`DEPRIVES A FRANCHISEE OF RIGHTS AND PROTECTIONS PROVIDED
`IN THIS ACT
`THIS SHALL NOT PRECLUDE A FRANCHISEE AFTER
`ENTERING INTO A FRANCHISE AGREEMENT, FROM SETTLING ANY AND
`ALL CLAIMS
`
`A PROVISION THAT PERMITS A FRANCHISOR TO TERMINATE A
`FRANCHISE PRIOR TO THE EXPIRATION OF ITS TERM EXCEPT FOR
`GOOD CAUSE GOOD CAUSE SHALL INCLUDE THE FAILURE OF THE
`FRANCHISEE TO COMPLY WITH ANY LAWFUL PROVISIONS OF THE
`FRANCHISE AGREEMENT AND TO CURE SUCH FAILURE AFTER BEING
`GIVEN WRITTEN NOTICE THEREOF AND A REASONABLE OPPORTUNITY,
`WHICH IN NO EVENT NEED BE MORE THAN
`30 DAYS, TO CURE SUCH FAILURE
`
`(D)
`
`PERMITS A FRANCHISOR TO REFUSE TO
`A PROVISION THAT
`RENEW
`A FRANCHISE WITHOUT FAIRLY COMPENSATING THE
`FRANCHISEE BY REPURCHASE OR OTHER MEANS FOR THE FAIR
`MARKET VALUE, AT THE TIME OF EXPIRATION, OF THE FRANCHISEE’S
`INVENTORY, SUPPLIES EQUIPMENT, FIXTURES AND FURNISHINGS
`PERSONALIZED MATERIALS WHICH HAVE NO VALUE TO THE
`FRANCHISOR AND INVENTORY, SUPPLIES, EQUIPMENT FIXTURES,
`AND FURNISHINGS NOT REASONABLY REQUIRED IN THE CONDUCT
`OF
`THE
`FRANCHISED
`BUSINESS
`ARE
`NOT
`SUBJECT
`TO
`
`COMPENSATION~~THIS SUBSECTION APPLIES ONLY IF (I) THE
`TERM OF THE FRANCHISE IS LESS THAN 5 YEARS, AND (Il) THE
`FRANCHISEE IS
`PROHIBITED BY THE FRANCHISE OR OTHER
`AGREEMENT FROM CONTINUING TO CONDUCT SUBSTANTIALLY THE
`SAME BUSINESS UNDER ANOTHER TRADEMARK SERVICE MARK
`TRADE NAME LOGOTYPE, ADVERTISING, OR OTHER COMMERCIAL
`SYMBOL IN THE SAME AREA SUBSEQUENT TO THE EXPIRATION OF
`THE FRANCHISE OR THE FRANCHISEE DOES NOT RECEIVE AT LEAST
`6 MONTHS ADVANCE NOTICE OF FRANCHISOR’S INTENT NOT TO
`RENEW THE FRANCHISE
`
`(E)
`
`A PROVISION THAT PERMITS THE FRANCHISOR TO REFUSE TO
`RENEW A FRANCHISE ON TERMS GENERALLY AVAILABLE TO OTHER
`FRANCHISEES OF THE SAME CLASS OR TYPE UNDER SIMILAR
`
`Bach to Rock FDD (2016)
`GP 4231820 v13
`
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`(F)
`
`(G)
`
`CIRCUMSTANCES
`PROVISION
`
`THIS SECTION DOES NOT REQUIRE A RENEWAL
`
`A PROVISION REQUIRING THAT ARBITRATION OR LITIGATION BE
`CONDUCTED OUTSIDE THIS STATE THIS SHALL NOT PRECLUDE THE
`FRANCHISEE FROM ENTERING INTO AN AGREEMENT, AT THE TIME
`OF ARBI