What are 'Proprietary Marks' as defined in the Amorino franchise agreement?

According to Amorino's 2025 Franchise Disclosure Document, the Proprietary Marks are defined as certain proprietary trademarks, trade names, service marks, logotypes, trade styles, commercial symbols, emblems, and indicia of origin, including the mark "Amorino". These marks are designated by Amorino in writing for use in connection with the Amorino system.

As an Amorino franchisee, you are granted the right to use these Proprietary Marks solely in connection with the operation of your franchised business. This includes using the marks to identify your store and in all advertising and promotional materials. However, this right is subject to Amorino's control and authorization, meaning you must use the marks in the manner they prescribe and with the appropriate symbols (®", "TM", or "SM").

The franchise agreement emphasizes that Amorino or its affiliate owns all rights, titles, and interests in the Proprietary Marks, and any goodwill associated with them. As a franchisee, you have no ownership interest in these marks, and any goodwill generated through your use of them accrues solely to the benefit of Amorino. Upon termination or expiration of the franchise agreement, your right to use the Proprietary Marks ceases, and no monetary value is attributed to any goodwill you've built through their use.

Amorino also retains the right to modify or replace the Proprietary Marks, and you would be responsible for the costs associated with implementing such changes in your store. Furthermore, you are obligated to notify Amorino of any suspected unauthorized use or challenges to the validity of the Proprietary Marks. This comprehensive control over the Proprietary Marks allows Amorino to maintain brand consistency and protect its intellectual property, while also placing the responsibility for brand-related legal matters primarily on the franchisor.