What is the Baya Bar franchisee's obligation regarding the use of social media accounts?
Baya_Bar Franchise · 2024 FDDAnswer from 2024 FDD Document
WHEREAS, Franchisee desires to enter into a franchise agreement with Franchisor for a Baya Bar business ("Franchise Agreement") which will allow Franchisee to conduct internet-based advertising, maintain social media accounts, and use telephone listings linked to the Baya Bar brand.
WHEREAS, Franchisor would not enter into the Franchise Agreement without Franchisee's agreement to enter into, comply with, and be bound by all the terms and provisions of this Agreement;
NOW, THEREFORE, for and in consideration of the foregoing and the mutual promises and covenants contained herein, and in further consideration of the Franchise Agreement and the mutual promises and covenants contained therein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:
- 12.3.5 Franchisee shall have and maintain adequate hardware and software in order to access the Internet at the speed required by Franchisor from time to time.
Franchisee shall utilize the electronic mail account provided by Franchisor.
Franchisee shall promptly read and respond to all electronic mail related to the Franchised Business no less often than on a daily basis and shall accept and acknowledge receipt of all electronic mail sent by Franchisor.
Franchisee shall not establish any website or other listing on the Internet except as provided and specifically permitted herein.
- 12.3.6 Franchisor has established a website that provides information about the System and the products and services offered by the Baya Bar System (the "Website").
Franchisor has sole discretion and control over the Website.
Franchisor shall include a listing on its Website with Franchisee's Franchised Business location.
Franchisee has no ownership or other proprietary rights to Franchisor's website and Franchisee will lose all rights to such listing of Franchisee's location upon expiration or termination of this Agreement for any reason.
13.3.4 Franchisor may use the Brand Fund to satisfy any and all costs of developing, preparing, producing, directing, administering, conducting, maintaining and disseminating advertising, marketing, promotional and public relations materials, programs, campaigns, sales and marketing seminars and training programs of every kind and nature, through media now existing or hereafter developed (including, without limitation, the cost of television, radio, magazine, social media, newspaper and electronic advertising campaigns; direct mail and outdoor billboard advertising; public relations activities; conducting marketing research, employing advertising agencies to assist therein; developing, enhancing and maintaining the Website, social media platforms, apps, and other technology for the benefit of the Baya Bar brand image and/or Systemwide improvements; and staff salaries and other personnel and departmental costs for advertising that Franchisor internally administers or prepares).
18.1 Franchisee's Obligations. Upon termination or expiration of this Agreement, all rights and licenses granted hereunder to Franchisee shall immediately terminate and Franchisee and each Principal, if any, shall:
- 18.1.1 immediately cease to operate the Franchised Business, and shall not thereafter, directly or indirectly identify himself, herself or itself as a current Baya Bar owner, franchisee or licensee;
- 18.1.2 immediately and permanently cease to use the Marks, any imitation of any Mark, Franchisor's designs, copyrighted material or other intellectual property, confidential or proprietary material or indicia of the Franchised Business, or use any trade name, trade or service mark or other commercial symbol that suggests an association with Franchisor, and/or Franchisor's affiliate(s), or the System. In particular, Franchisee shall cease to use, without limitation, all signs, billboards, advertising materials, displays, stationery, forms and any other articles, which display the Marks;
Source: Item 22 — CONTRACTS (FDD page 56)
What This Means (2024 FDD)
According to Baya Bar's 2024 Franchise Disclosure Document, franchisees can conduct internet-based advertising and maintain social media accounts linked to the Baya Bar brand. However, franchisees cannot establish any website or other listing on the Internet except as provided and specifically permitted in the franchise agreement. Baya Bar has established a website that provides information about the Baya Bar system, and the franchisor has sole discretion and control over the website. The franchisor will include a listing on its website with the franchisee's franchised business location. The franchisee has no ownership or other proprietary rights to the franchisor's website and will lose all rights to such listing of the franchisee's location upon expiration or termination of the agreement.
Franchisees must have and maintain adequate hardware and software to access the Internet at the speed required by Baya Bar from time to time and utilize the electronic mail account provided by the franchisor. Franchisees must promptly read and respond to all electronic mail related to the franchised business no less often than on a daily basis and must accept and acknowledge receipt of all electronic mail sent by the franchisor.
Baya Bar may use the Brand Fund to satisfy any and all costs of developing, preparing, producing, directing, administering, conducting, maintaining, and disseminating advertising, marketing, promotional, and public relations materials, programs, campaigns, sales and marketing seminars and training programs of every kind and nature, through media now existing or hereafter developed (including, without limitation, the cost of television, radio, magazine, social media, newspaper, and electronic advertising campaigns; direct mail and outdoor billboard advertising; public relations activities; conducting marketing research, employing advertising agencies to assist therein; developing, enhancing and maintaining the Website, social media platforms, apps, and other technology for the benefit of the Baya Bar brand image and/or Systemwide improvements; and staff salaries and other personnel and departmental costs for advertising that Baya Bar internally administers or prepares).
Upon termination of the Franchise Agreement, the franchisee must immediately cease to operate the Franchised Business, and shall not thereafter, directly or indirectly identify himself, herself or itself as a current Baya Bar owner, franchisee or licensee and immediately and permanently cease to use the Marks, any imitation of any Mark, Franchisor's designs, copyrighted material or other intellectual property, confidential or proprietary material or indicia of the Franchised Business, or use any trade name, trade or service mark or other commercial symbol that suggests an association with Franchisor, and/or Franchisor's affiliate(s), or the System. In particular, Franchisee shall cease to use, without limitation, all signs, billboards, advertising materials, displays, stationery, forms and any other articles, which display the Marks.