Is an Aw franchisee's right to use the marks limited by any specific terms and conditions?
Aw Franchise · 2025 FDDAnswer from 2025 FDD Document
cense the use of the Marks in any manner material to you.
Your right to use the Marks is limited by the terms and conditions of the Franchise Agreement. You must comply with our rules when you use the Marks.
You may not make any representation that any of the Marks is invalid or infringes the rights of any person or is otherwise open to any other form of attack. You may not contest or assist any other person in contesting the validity or ownership of the Marks, or take any action adverse to our and our affiliate's claimed rights in and to the Marks.
21
You must use the Marks to identify your Papa Ray's Pizza Restaurant, but you must also identify yourself as the independent owner of your Papa Ray's Pizza Restaurant. You may not use or register any Mark as part of any entity or with any prefix, suffix or other modifying words, terms, designs or symbols (except for those we license to you ) or in any modified form. 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 must not obtain or register any domain names incorporating the Marks. You must not use the Marks in a website or in any other manner on the Internet without our prior written consent. You must not use any of the Marks on the Internet in any directory listing or advertising without our prior written consent. You must not make any reference to or any association with the Marks on any social media site, social network, blog, or other on-line venue or in any other manner on the Internet without our prior written consent. If any use of the Marks on the Internet is specifically permitted in the Operations Manual, you must conform your use completely to all of the applicable standards and procedures in the Operations Manual.
You must notify us immediately in writing of any apparent infringement of or challenge to your use of any Mark, or any claim by any person of any rights in any Mark or any similar mark and you may not communicate with any person other than us or our attorneys and your attorneys regarding the infringement, challenge or claim. We have sole discretion to take any action we deem appropriate and the right to exclusively control any litigation, PTO proceeding, ICANN Uniform Domain Name Dispute Resolution Policy proceeding or other administrative proceeding arising out of any infringement, challenge or claim to otherwise relating to any Mark. You must sign all instruments and documents, provide assistance and take any action that, in the opinion of our attorneys, may be necessary or advisable to protect and maintain our interest in any litigation, PTO proceeding, ICANN Uniform Domain Name Dispute Resolution Policy proceeding or other administrative proceeding or to otherwise protect and maintain our interest in the Marks.
We are not required to protect your use of the Marks or to defend you against a claim against your use of the Marks, although we have the right to defend the claim if we so choose to do so. We will indemnify you against, and reimburse you for all damages (except for any consequential damages, including loss of revenue and/or profits) for which you are held liable, and for all costs you reasonably incur in the defense of any claim in which you are named as a party, in any proceeding brought against you by any third party arising out of your use of any Mark, so long as your use of the Marks was in compliance with the Franchise Agreement and our rules and you have timely notified us of the claim or proceeding.
If it becomes advisable at any time, in our sole discretion, for us and/or you to modify or discontinue use of any Mark and/or use one or more additional or substitute trademarks or service marks, you must comply with our directions within a reasonable time after receiving notice from us at your expense.
We do not know of any existing or possible superior prior rights or infringing uses that could materially affect your use of the Marks in your state.
Source: Item 13 — TRADEMARKS (FDD pages 30–32)
What This Means (2025 FDD)
According to Aw's 2025 Franchise Disclosure Document, a franchisee's right to use Aw's trademarks is indeed subject to specific terms and conditions. The Franchise Agreement dictates these limitations, and franchisees must adhere to Aw's rules when using the marks. Franchisees cannot claim the marks are invalid or infringe on anyone's rights, nor can they challenge the validity or ownership of the marks.
Aw franchisees must use the marks to identify their Papa Ray's Pizza Restaurant, while also clearly indicating their independent ownership. They are restricted from using or registering any mark as part of an entity or with unauthorized modifications. The marks cannot be used to sell unauthorized products or services without express written consent from Aw.
Furthermore, franchisees are prohibited from obtaining or registering domain names incorporating the marks. Using the marks on websites or the internet requires Aw's prior written consent, including directory listings, advertising, social media, and blogs. Any permitted online use must strictly adhere to the standards and procedures outlined in Aw's Operations Manual. Franchisees must immediately notify Aw of any infringement or challenges to the use of the marks and must cooperate in any legal proceedings to protect Aw's interests in the marks.
If Aw deems it advisable to modify or discontinue the use of any mark, franchisees must comply with Aw's directions at their own expense within a reasonable time after receiving notice. While Aw is not obligated to protect the franchisee's use of the marks, they have the right to defend against claims and will indemnify the franchisee against damages and costs arising from third-party claims, provided the franchisee's use of the marks complied with the Franchise Agreement and Aw's rules, and Aw was promptly notified of the claim.