Must an Aw franchisee comply with all specifications, standards, and operating procedures when using the Marks?
Aw Franchise · 2025 FDDAnswer from 2025 FDD Document
and are not intended to control the day-to-day operations of the Papa Ray's Pizza Restaurant, since you are solely responsible for the day-to-day operations and the Papa Ray's Pizza Restaurant will be under your control at all times.
7. MARKS
7.1 Ownership and Goodwill of Marks. You acknowledge that we own the Marks and that your right to use the Marks is derived solely from this Agreement and is limited to your operation of your Papa Ray's Pizza Restaurant pursuant to and in compliance with this Agreement and all applicable specifications, standards and operating procedures we prescribe from time to time during the term of the franchise. Any unauthorized use of the Marks by you will constitute an infringement of our rights in and to the Marks. You acknowledge and agree that all usage of the Marks by you and any goodwill established by your use of the Marks will inure to our exclusive benefit of and that this Agreement does not confer any goodwill or other interests in the Marks on you (other than the right to operate a Papa Ray's Pizza Restaurant in compliance with this Agreement).
You must not, at any time during the term of this Agreement or after its termination or expiration do any of the following: (1) make any oral or written representation or admission that any of the Marks is in any way invalid or infringes the rights of any person or is open to any other form of attack, (2) contest the validity or ownership of any of the Marks or assist any other person in contesting the validity or ownership of the Marks, or (3) take any action that derogates, tarnishes or dilutes our claimed rights in and to the Marks.
All provisions of this Agreement applicable to the Marks will apply to any additional trademarks, service marks, commercial symbols, designs, artwork and logos we may authorize you to use during the term of this Agreement.
- 7.2 Limitations On Your Use of Marks. You agree to use the Marks as the sole identification of your Papa Ray's Pizza Restaurant, except that you must display at your Papa Ray's Pizza Restaurant, in a form we prescribe, notices identifying yourself as the independent owner of your Papa Ray's Pizza Restaurant pursuant to a Franchise Agreement with us. You may not use or register any Mark as part of any corporate or trade name or with any prefix, suffix or other modifying words, terms, designs or symbols (other than logos and additional trademarks and service marks licensed to you under this Agreement), or in any modified form. You may not apply to register or register any Mark in any forum. You may not use any Mark in connection with the sale of any unauthorized product or service or in any other manner we have not expressly authorized in writing. You agree to display the Marks prominently and in the manner we prescribe in operating your Papa Ray's Pizza Restaurant, including signs and forms, and in connection with advertising and promotional materials. You also agree to use only notices of trademark or service mark registrations and copyrights as we specify and to obtain any fictitious or assumed name or "doing business as" registrations that are required under applicable law.
- 7.3 Use of Marks on the Internet. We and our affiliate have developed a web site (the "Papa Ray's Pizza Website"). We and our affiliate may market and sell from the Papa Ray's Pizza Website various products and services worldwide that may compete with you and other franchisees within and outside the Protected Area. Papa Ray's Pizza Website as it may be developed and changed from time to time is the sole property of the Company or its affiliate. We will provide to you a page on or page linked to the Papa Ray's Pizza Website. The specifications, standards and procedures you must follow for developing and maintaining a page on Papa Ray's Pizza Website shall be set forth in the Operations Manual or otherwise in writing. All content on your page on the Papa Ray's Pizza Website is subject to our prior written approval.
You shall not obtain any domain names/URL addresses for the Internet incorporating the Marks or create, develop, maintain and/or use your own web site on the Internet using any of the Marks. You shall not use any of the Marks on the Internet in any directory listing or advertising without our prior written consent. You shall not make any reference to or any association with the Marks on any social media site, social or professional network, blog, or other on-line venue or in any other manner on the Internet without our prior written consent. If any of the foregoing uses is specifically permitted by us, your use must conform completely to all of our applicable standards and procedures as set forth in the Operations Manual or otherwise in writing.
7.4 Notification of Infringements and Claims. You agree to notify us in writing within one (1) week of any apparent or suspected unauthorized use of the Marks, any challenge to the validity of the Marks, any challenge to our ownership of, our right to use or license others to use, or your right to use, the Marks or similar trade names, domain names, trademarks, service marks or trade dress, or any claim by any person of any rights in any Mark or any similar trade name, domain name, trademark, service mark or trade dress of which you may become aware. You agree not to communicate with any person except us or our attorneys and your attorneys in connection with any
such infringement, challenge or claim. We have sole discretion to take such action as we deem appropriate and the sole right to exclusively control any litigation, U.S. Patent and Trademark Office proceeding, ICANN Uniform Domain Name Dispute Resolution Policy proceeding or other administrative proceeding, arising out of any infringement, challenge or claim or otherwise relating to any Mark. We have the right, but not the obligation, to take action against uses by others that may constitute infringement of the Marks. You agree to sign any and all instruments and documents, provide such assistance and take any action that our attorneys say are necessary or advisable to protect and maintain our interests in any such litigation, U.S. Patent and Trademark Office proceeding, ICANN Uniform Domain Name Dispute Resolution Policy proceeding or other administrative proceeding related to the Marks or to otherwise protect and maintain our interests in the Marks.
Source: Item 22 — CONTRACTS (FDD pages 39–40)
What This Means (2025 FDD)
According to Aw's 2025 Franchise Disclosure Document, franchisees must adhere to all specifications, standards, and operating procedures when using Aw's Marks. The agreement states that the franchisee's right to use the Marks is derived solely from the Franchise Agreement and is limited to operating the Papa Ray's Pizza Restaurant in compliance with all prescribed specifications, standards, and operating procedures. Any unauthorized use of the Marks constitutes an infringement of Aw's rights.
Aw franchisees must use the Marks as the sole identification of their Papa Ray's Pizza Restaurant, while also displaying notices identifying themselves as the independent owner. Franchisees cannot use or register any Mark as part of any corporate or trade name or with any prefix, suffix or other modifying words, terms, designs or symbols, or in any modified form, unless expressly authorized in writing by Aw. The franchisee must display the Marks prominently and in the manner prescribed by Aw, including on signs, forms, and in advertising and promotional materials.
Aw also has the right to monitor compliance. To ensure compliance with the agreement, specifications, standards, and operating procedures, Aw or its agents can inspect the premises, observe operations, interview employees and customers, select inventory for testing, and inspect records. Franchisees must fully cooperate with these inspections. Aw also reserves the right to implement a mystery shopper program to monitor product and service quality and customer satisfaction.
If it becomes necessary, in Aw's sole discretion, for a franchisee to modify or discontinue the use of any Mark, the franchisee must comply with Aw's directions to modify or discontinue the use of the Mark at their own expense. Franchisees are also required to notify Aw in writing within one week of any apparent or suspected unauthorized use of the Marks or any challenge to their validity.