What constitutes misuse of the Black Bear Diner marks that could lead to termination?
Black_Bear_Diner Franchise · 2025 FDDAnswer from 2025 FDD Document
Franchisor is the owner or licensee of the Marks licensed to Franchisee by this Agreement. Franchisee acknowledges that its right to use the Marks is derived solely from this Agreement and is limited to the conduct of business by Franchisee pursuant to and in compliance with this Agreement and all applicable standards, specifications and operating procedures prescribed by Franchisor during the term of the Franchise. Any unauthorized use of the Marks by Franchisee is a breach of this Agreement and an infringement of the rights of Franchisor in and to the Marks. All usage of the Marks by Franchisee and any goodwill established by Franchisee's use of the Marks shall inure to the exclusive benefit of Franchisor and its affiliates. This Agreement does not confer any goodwill or other interests in the Marks upon Franchisee. Franchisee shall not, at any time during the term of this Agreement or after its termination or expiration, contest the validity or ownership of any of the Marks or assist any other person in contesting the validity or ownership of any of the Marks. All provisions of this Agreement applicable to the Marks apply to any additional
"Marks" means certain names and marks, including "Black Bear Diner," as well as other tradenames, service marks, trademarks, logos, insignias, symbols and designs as designated by Franchisor or as Franchisor may designate in the future for use with the System;
Upon termination or expiration, this Agreement and all rights granted hereunder to Franchisee shall terminate and Franchisee will:
- (c) cease to use the Confidential Information, the System, the Marks and any distinctive forms, slogans, signs, symbols, logos or devices associated with the Marks or System. In particular, Franchisee shall cease to use, without limitation, all signs, advertising materials, stationery, forms and any other items which display the Marks;
- (d) assign to Franchisor any assumed name or equivalent registration filed with state, city or county authorities which contain the name "Black Bear Diner" or any of the Marks;
You shall comply with the standards and procedures developed by us for the System, in the manner directed by us in the Manual or otherwise in writing, with regard to your authorization to use, and use of, blogs, common social networks (such as facebook®, YouTube®, LinkedIn®, Twitter®, myspace.com®), virtual worlds, file, audio and video sharing sites and other similar social networking media or tools ("Social Media") that in any way references the Marks or involves the System or the Franchised Restaurant.
We reserve the right to require our approval of any message you compose for a social media website or commentary for any other website before you post such message or commentary.
If requested by us, you agree to cease posting on any social media website in connection with your or any other Black Bear Diner, the Marks or the System.
Source: Item 23 — RECEIPT (FDD pages 56–243)
What This Means (2025 FDD)
According to Black Bear Diner's 2025 Franchise Disclosure Document, a franchisee's unauthorized use of the Marks is a breach of the Franchise Agreement and an infringement of the rights of Black Bear Diner in and to the Marks. The Marks include names like "Black Bear Diner," tradenames, service marks, trademarks, logos, insignias, symbols, and designs designated by Black Bear Diner for use with the System. The franchisee's right to use these Marks is solely derived from the Franchise Agreement and is limited to conducting business in compliance with the agreement and all standards and procedures prescribed by Black Bear Diner.
Upon termination or expiration of the agreement, the franchisee must cease using the Marks and any distinctive forms, slogans, signs, symbols, logos, or devices associated with the Marks or System. This includes stopping the use of all signs, advertising materials, stationery, forms, and any other items displaying the Marks. The franchisee must also assign to Black Bear Diner any assumed name registrations containing "Black Bear Diner" or any of the Marks.
Furthermore, franchisees must adhere to Black Bear Diner's standards for using social media, and Black Bear Diner reserves the right to approve any messages or commentary posted on social media that references the Marks or involves the System. Black Bear Diner can also require franchisees to cease posting on any social media website in connection with Black Bear Diner, the Marks, or the System. Failure to comply with these regulations regarding the use of Marks can lead to termination of the Franchise Agreement.