What is the Baya Bar franchisee's obligation regarding advertising and promotional materials?
Baya_Bar Franchise · 2024 FDDAnswer from 2024 FDD Document
ing, without limitation, any materials in digital, electronic or computerized form, or in any form of media now or hereafter developed that have not been either provided or previously approved by Franchisor. Franchisor shall approve or disapprove such plans and materials within ten (10) business days of Franchisor's receipt thereof. If Franchisor fails to respond to Franchisee's submission within ten (10) business days, such plans and materials shall be deemed "disapproved". Franchisee shall not use such unapproved plans or materials until they have been approved by Franchisor in writing and shall promptly discontinue use of any advertising or promotional plans or materials, whether or not previously approved, upon notice from Franchisor. Any advertising, marketing or sales concepts, programs or materials proposed or developed by Franchisee for the Baya Bar brand and approved by Franchisor may be used by other System franchisees without any compensation to Franchisee.
14. INTELLECTUAL PROPERTY
14.1 Ownership.
- 14.1.1 Franchisee expressly understands and acknowledges that Franchisor and/or Franchisor's affiliate(s) are the record owner of the Marks. Franchisor holds the exclusive right to license the Marks to franchisees of the System for use pursuant to the System. Franchisee further expressly understands and acknowledges that Franchisor and/or Franchisor's affiliate(s) claim copyrights on certain material used in the System, including but not limited to its website, documents, advertisements, promotional materials and the Manual, whether or not Franchisor has filed for copyrights thereto with the U.S. Copyright Office. The Marks and copyrights, along with Franchisor's trade secrets, service marks, trade dress and proprietary systems are hereafter collectively referred to as the "Intellectual Property".
- 14.1.2 As between Franchisor and Franchisee, Franchisor and/or Franchisor's affiliate(s) are the owner of all right, title and interest in and to the Intellectual Property and the goodwill associated with and symbolized by them.
- 14.2 No Interference. Neither Franchisee nor any Principal shall take any action that would prejudice or interfere with the validity of Franchisor's and/or Franchisor's affiliate(s) rights with respect to the Intellectual Property.
Source: Item 22 — CONTRACTS (FDD page 56)
What This Means (2024 FDD)
According to Baya Bar's 2024 Franchise Disclosure Document, franchisees must adhere to specific guidelines regarding advertising and promotional materials. Franchisees need to submit their advertising and promotional plans to Baya Bar for approval, and the franchisor has 10 business days to either approve or disapprove. If Baya Bar fails to respond within this timeframe, the plans are considered disapproved. Franchisees cannot use unapproved materials until written approval is granted and must stop using any materials, even previously approved ones, upon notice from Baya Bar.
Baya Bar retains ownership of the trademarks and copyrights associated with the brand. Franchisees are allowed to advertise their Baya Bar business only under the marks "Baya Bar" and design, and they cannot use these marks as part of their corporate or legal name. They must also identify themselves as the owner of the franchised business and as an independent Baya Bar franchisee in conjunction with any use of the intellectual property, including on invoices, order forms, receipts, and contracts.
Baya Bar also provides samples or digital artwork of advertising and promotional materials for franchisees to use in local advertising. The franchisor maintains a website providing information about the Baya Bar system, including a listing of the franchisee's business location, but the franchisee has no ownership rights to this website or listing. Furthermore, any advertising, marketing, or sales concepts developed by the franchisee and approved by Baya Bar can be used by other franchisees in the system without any compensation to the originating franchisee. These stipulations ensure brand consistency and control over marketing efforts across the Baya Bar franchise system.