What are 'Proprietary Marks' in the context of a Carls Jr. franchise agreement?
Carls_Jr Franchise · 2025 FDDAnswer from 2025 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.
Franchisee's right to use the Proprietary Marks is limited to its use of the Proprietary Marks in the operation of the Franchised Restaurant at the Franchised Location and as expressly provided in this Agreement and the OPM. Franchisee's limited license extends only to use of the Proprietary Marks in accordance with (i) all applicable standards, operating procedures, policies and guidelines that we prescribe—and from time to time amend—during the duration of this Agreement, including, without limitation, those set forth in the most current edition of the OPM and other publications, if any, dedicated to proper use of the Proprietary Marks; and (ii) all applicable laws and regulations pertaining to advertising and marketing, including, without limitation, federal and state laws pertaining to telemarketing (including the Telephone Consumer Protection Act), false advertising, unfair competition and unfair practices.
Source: Item 22 — CONTRACTS (FDD pages 75–76)
What This Means (2025 FDD)
According to the 2025 Carls Jr. Franchise Disclosure Document, Proprietary Marks encompass all trade names, trademarks, service marks, trade dress, logos, insignias, slogans, emblems, symbols, designs, and any other indicators of source that Carls Jr. designates to identify its System. The System includes the products sold and services provided in connection with the Carls Jr. brand.
Carls Jr. retains ownership of all rights, title, and interest in these Proprietary Marks. As a franchisee, you are granted only the rights to use these marks as explicitly outlined in the franchise agreement. Carls Jr. may modify these marks, and your right to use them will be adjusted accordingly.
Your usage of the Proprietary Marks is restricted to operating the Franchised Restaurant at the designated Franchised Location, and must adhere to all standards, operating procedures, policies, and guidelines prescribed by Carls Jr., including those in the most current edition of the Operations Procedures Manual (OPM). Additionally, franchisees must comply with all applicable laws and regulations pertaining to advertising and marketing.
It is crucial for prospective Carls Jr. franchisees to understand the scope and limitations of their rights to use the Proprietary Marks, as unauthorized use can constitute a breach of the franchise agreement and an infringement of Carls Jr.'s rights. Franchisees should stay informed about any changes to the Proprietary Marks and ensure their operations consistently align with the franchisor's guidelines.