Will the grant of licenses under the Software License be deemed a publication of the Aerus Software?
Aerus Franchise · 2025 FDDAnswer from 2025 FDD Document
The grant of the licenses hereunder and the carrying out of the transactions contemplated hereby will not be deemed publication by either party of all or any portion of the Software.
Source: Item 23 — Receipts (FDD pages 74–305)
What This Means (2025 FDD)
According to Aerus's 2025 Franchise Disclosure Document, the granting of licenses under the Software License will not be considered a publication of the Aerus Software. This means that when Aerus grants a franchisee the right to use its software, it does not constitute making the software publicly available.
This provision protects Aerus's intellectual property rights. By ensuring that the licensing of the software is not considered a publication, Aerus maintains its ability to protect the software under trade secret and copyright laws. This is crucial for preserving the value and competitive advantage of the software.
For a prospective Aerus franchisee, this clause means that the franchisee's use of the software under the license does not jeopardize Aerus's proprietary rights. The franchisee is using the software under a confidential license, and this use does not make the software public. This also reinforces the franchisee's responsibility to maintain the confidentiality of the software, as outlined elsewhere in the agreement.