Is the use of Cinnaholic's marks permitted in advertising for a transfer prohibited by Sections 19.2 and 19.3?
Cinnaholic Franchise · 2025 FDDAnswer from 2025 FDD Document
trols the CINNAHOLIC® System and all of its components.
- 15.2. Use of the Marks. In order to protect the Marks, the CINNAHOLIC® System, and the goodwill associated therewith, Franchisee shall, unless Franchisor otherwise consents in writing:
- (i) Only use the Marks designated by Franchisor, and only in the manner authorized and permitted by Franchisor. Franchisee's right to use the Marks is limited to such uses as are authorized under this Agreement, and any unauthorized use thereof shall constitute an infringement of Franchisor's rights.
- (ii) Only use the Marks for the operation of the Bakery and only at the Franchised Site, or in advertising for the business conducted at or from the Franchised Site. Franchisee may not use any of the Marks in any part of any domain name or electronic address or any similar proprietary or common carrier electronic delivery system. Franchisee will not seek to register, or assert any claim of ownership or usage rights to, any domain name or electronic address incorporating any of the Marks or any names confusingly similar to the Marks. Franchisee agrees, at the request of Franchisor, to take all necessary steps to assign to Franchisor all rights in or to such domain names and electronic addresses (and any registrations for the foregoing) that Franchisee may acquire.
- (iii) Operate and advertise the Bakery only under the name "CINNAHOLIC®" or such other Marks as Franchisor may designate from time to time, without prefix or suffix, except to describe the location of the Bakery.
- (iv) If Franchisee is a corporation, limited liability company, partnership or other type of entity, not use any of the Marks, including, without limitation, the name "CINNAHOLIC®" in its corporate or other legal name without the prior express written consent of Franchisor.
- (v) Not permit the use of any trade names, trademarks or service marks at the Bakery or the Franchised Site other than the Marks.
- (vi) If state or local laws or ordinances require that Franchisee file an affidavit of doing business under an assumed name or otherwise file a report or other certificate indicating that CINNAHOLIC® or any similar name is being used as a fictitious or assumed name, include in such filing or application therefor an indication that the filing is made as a franchisee of CINNAHOLIC Franchise, LLC, a Georgia limited liability company, Atlanta, Georgia.
- (vii) Have the symbol TM, SM or R enclosed in a circle or such other symbols or words as Franchisor may designate to protect the Marks on all surfaces where the Marks appear.
- 15.3. Infringement. Promptly notify Franchisor of any suspected unauthorized use of the Marks, any challenge to the validity of the Marks, or any challenge to Franchisor's ownership of the right of Franchisor to use and to license others to use, or Franchisee's right to use, the Marks. Franchisee acknowledges that Franchisor has the sole right to direct and control any administrative proceeding or litigation involving the Marks, including any settlement of the proceeding. Franchisor has the right, but not the obligation, to take action against uses by others that may constitute infringement of the Marks. Franchisor will defend Franchisee against any third-party claim, suit, or demand arising out of Franchisee's use of the Marks. If Franchisor, in its sole discretion, determines that Franchisee has used the Marks in accordance with this Agreement, the cost of such defense, including the cost of any judgment or settlement, will be borne by Franchisor. If Franchisor, in its sole discretion, determines that Franchisee has not used the Marks in accordance with this Agreement, the cost of such defense, including the cost of any judgment or settlement, will be borne by Franchisee. In the event of any litigation relating to Franchisee's use of the Marks, Franchisee will execute any and all documents and do such acts as may, in the opinion of Franchisor, be necessary to carry out such defense or prosecution, including, but not limited to, becoming a nominal party to any legal action. Except to the extent that such litigation is the result of Franchisee's use of the Marks in a manner inconsistent with the terms of this Agreement, Franchisor agrees to reimburse Franchisee for its out-of-pocket costs in doing such acts.
15.4. Substitute Marks.
Source: Item 22 — CONTRACTS (FDD pages 61–62)
What This Means (2025 FDD)
Based on the 2025 Cinnaholic Franchise Disclosure Document, franchisees are generally permitted to use Cinnaholic's marks in advertising for their business conducted at or from their franchised site. However, this right is limited and subject to Cinnaholic's authorization. Unauthorized use of the marks constitutes an infringement of Cinnaholic's rights.
Specifically, franchisees must operate and advertise the bakery only under the name "CINNAHOLIC®" or other marks designated by Cinnaholic, without prefixes or suffixes, except to describe the location. Franchisees cannot use the marks in any domain name or electronic address. Any advertising and marketing materials not prepared or previously approved by Cinnaholic must be submitted for approval at least two weeks before publication, and Cinnaholic retains the right to arbitrarily withhold approval.
Furthermore, digital marketing, advertising, or promotion on the internet or through electronic transmission requires Cinnaholic's express prior written approval, including social media. Franchisees must ensure their employees do not make social media postings using the marks without prior written approval from Cinnaholic. All advertising must be factually accurate and not detrimentally affect the marks or the Cinnaholic system, as determined by Cinnaholic. These restrictions ensure brand consistency and protect Cinnaholic's trademarks and goodwill.