What does the term 'Proprietary Marks' refer to in the Carls franchise agreement?
Carls Franchise · 2024 FDDAnswer from 2024 FDD Document
The term "Proprietary Marks" as used in this Agreement refers to all trade names, trademarks, service marks, trade dress, logos, insignias, slogans, emblems, symbols, designs, and any combination thereof or any other indicia of source designated by CJR as identifying the System and the products sold and services provided in connection with the System. You acknowledge that CJR owns all rights, title, and interest in and to the Proprietary Marks and you have only such rights to use the Proprietary Marks as this Agreement grants. CJR shall, from time to time, advise Franchisee as to any additions or deletions to the
Proprietary Marks and Franchisee's right to use the Proprietary Marks shall be deemed modified by those additions or deletions.
Source: Item 22 — CONTRACTS (FDD page 80)
What This Means (2024 FDD)
According to Carls's 2024 Franchise Disclosure Document, the term "Proprietary Marks" encompasses various identifiers that Carls designates to represent its System. These include trade names, trademarks, service marks, trade dress, logos, insignias, slogans, emblems, symbols, designs, and any combination thereof, or any other indicia of source used to identify the Carls system, products, and services.
As a franchisee, you are granted a limited license to use these Proprietary Marks specifically for operating your franchised restaurant at the designated location. This usage must adhere to all standards, operating procedures, policies, and guidelines prescribed by Carls, including those detailed in the most current edition of the Operations and Policy Manual (OPM). Additionally, franchisees must comply with all applicable laws and regulations pertaining to advertising and marketing.
Carls retains the right to modify the Proprietary Marks, advising franchisees of any additions or deletions, which will subsequently modify the franchisee's right to use said marks. Franchisees are prohibited from using the Proprietary Marks on vehicles without prior written approval from Carls, nor can they use any unauthorized variations or confusingly similar marks. They also cannot use these marks in any corporate, limited liability company, or partnership name.
It is important for prospective Carls franchisees to understand that Carls owns all rights, title, and interest in the Proprietary Marks. The franchise agreement only grants a limited right to use these marks under specific conditions and guidelines. Unauthorized use or attempts to register the Proprietary Marks can result in a breach of the agreement and infringement of Carls's rights.