In what manner am I authorized to use the Alloy Marks for my Franchised Business?
Alloy Franchise · 2025 FDDAnswer from 2025 FDD Document
ion of this timeframe or we may terminate your Franchise Agreement for that Facility.
ITEM 13 TRADEMARKS
The Franchise Agreement grants you the right to use certain trademarks, trade names, service marks, symbols, emblems, logos and indicia of origin designated by us. These Marks may be used only in the manner we authorize and only for the operation of your Franchised Business. The Area Development Agreement does not grant you the right to use the Marks.
You may not use the Marks as a part of your corporate or other legal name, and you must comply with our instructions in filing and maintaining trade name or fictitious name registrations.
You must sign any documents we require to protect the Marks or to maintain their continued validity and enforceability. In addition, you may not directly or indirectly contest the validity of our ownership of or our rights in and to the Marks.
Our affiliate APTS has registered for following Proprietary Marks on the Principal Register with the United States Patent and Trademark Office ("USPTO"):
| Mark | Registration Date | Registration Number |
|---|---|---|
| Alloy | 4/14/2015 | 4,721,296 |
| Alloy | 4/14/2015 | 4,721,297 |
| Alloy | 4/14/2015 | 4,721,298 |
| Alloy | 4/14/2015 | 4,721,299 |
| Alloy (logo) | 3/24/2020 | 6,018,193 |
In addition to the registered trademarks listed above, we also have the below trademarks pending:
| Mark | Application Date | Serial Number |
|---|---|---|
| STRONGER TOGETHER | 3/16/2020 | 88835839 |
| ALLOY YELLOW LOGO | 12/19/2024 | 98913541 |
| ALLOY YELLOW WORDMARK | 12/19/2024 | 98913545 |
We do not have a federal registration for these three trademarks. Therefore, these trademarks do not have many legal benefits and rights as a federally registered trademark. If our right to use these trademarks is challenged, you may have to change to an alternative trademark, which may increase your expenses. An application for registration on the Principal Register of the United States Patent and Trademark Office has been filed.
There are no currently effective determinations of the USPTO, Trademark Trial and Appeal Board, the Trademark Administrator of this state or any court, nor is there any pending infringement, opposition, or cancellation proceeding, nor any pending material litigation involving the Proprietary Marks which may be relevant to their use in any state.
There are no agreements currently in effect which limit our right to use or to franchise others to use the Proprietary Marks, except for (a) a Trademark Coexistence Agreement between APTS and POSAB, LLC, and (b) a Trademark License Agreement between us and APTS dated August 1, 2019.
The Trademark Coexistence Agreement between APTS and POSAB, LLC ("Trademark Coexistence Agreement") relates to certain Alloy trademarks that POSAB, LLC owns for certain
women's clothing and accessories. Given the two brand's different channels of trade and different targeted customers, the Trademark Coexistence Agreement provides that (i) POSAB, LLC's women's clothing and accessories can be offered and sold through online, catalogs and other channels of trade, but it will not market and sell its products at any athletic or fitness gyms, and (ii) APTS agreed that men's, women's and unisex athletic apparel with APTS Alloy mark can be used in our Facilities but not outside of the Facilities.
The Trademark License Agreement between us and APTS is a perpetual, non-cancelable license agreement.
Source: Item 13 — TRADEMARKS (FDD pages 46–48)
What This Means (2025 FDD)
According to Alloy's 2025 Franchise Disclosure Document, as a franchisee, you are granted the right to use specific trademarks, trade names, service marks, symbols, emblems, logos, and indicia of origin designated by Alloy. However, this authorization is explicitly limited to the operation of your franchised business and must be used in the manner that Alloy authorizes. It is important to note that the Area Development Agreement does not grant you the right to use the Marks. You are prohibited from incorporating the Marks into your corporate or legal name and must adhere to Alloy's instructions for trade name or fictitious name registrations.
To protect Alloy's trademarks, you must sign any documents required to maintain their validity and enforceability. You are also prohibited from contesting the validity of Alloy's ownership or rights to the Marks. Furthermore, you must promptly inform Alloy of any suspected unauthorized use of the Proprietary Marks or any challenges to their validity or ownership. Alloy retains the sole right to manage any administrative or legal proceedings related to the Proprietary Marks, including settlements.
Alloy has the right, but not the obligation, to take action against any third-party uses that may infringe upon the Proprietary Marks and may defend you against third-party claims arising from your use of the Proprietary Marks, provided that you have used the Proprietary Marks in accordance with your Franchise Agreement. If Alloy determines that you have not adhered to the Franchise Agreement in your use of the Proprietary Marks, you will bear the costs of the defense, including any judgments or settlements. Alloy also reserves the right to change or substitute Proprietary Marks at its discretion, and you must implement these changes at your own expense without the right to object.
Several Alloy trademarks are registered with the United States Patent and Trademark Office (USPTO), including the "Alloy" mark registered on April 14, 2015, under registration numbers 4,721,296, 4,721,297, 4,721,298, and 4,721,299, as well as the "Alloy (logo)" mark registered on March 24, 2020, under registration number 6,018,193. Additionally, there are pending trademark applications for "STRONGER TOGETHER" (Serial Number 88835839), "ALLOY YELLOW LOGO" (Serial Number 98913541), and "ALLOY YELLOW WORDMARK" (Serial Number 98913545).