Who retains title and full ownership rights to the Anago Software?
Anago Franchise · 2025 FDDAnswer from 2025 FDD Document
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NBDS LICENSE AGREEMENT
THIS NBDS LICENSE AGREEMENT ("Agreement") is signed on ______________, between Anago Franchising, Inc., a Florida corporation (the "Franchisor"), and Corp Name, (the "Subfranchisor").
- (a) General. This Agreement is being entered into pursuant to Subsection 2.3(b) of that certain Anago Subfranchise Rights Agreement between the Franchisor and the Subfranchisor, dated of even date herewith (the "Subfranchise Agreement"). All capitalized terms used in this Agreement have the same definitions as set forth in the Subfranchise Rights Agreement, unless otherwise expressly defined in this Agreement.
- (b) Grant of License. During the Term, and subject to the terms of this Agreement, the Franchisor hereby agrees to: (a) grant Subfranchisior access to a Software program currently known as IGAS, an internet-based Software currently known as AnagoCloud, and an internet-based application currently known as Anago CleanSource; (b) furnish Subfranchisior with certain Related Materials (as later defined in this Agreement) in support of the Software; (c) grant the Subfranchisior a nontransferable and nonexclusive license to use the Software and Related Materials which are described pursuant to any Schedule to this Agreement signed by both parties ("Schedule"); and (d) provide Software maintenance, all as described in this Agreement.The term "Software" means the object code version of any proprietary or third-party software to which Franchisor provides Subfranchisor access for use in connection with its Subfranchise Business, including any updates or new versions thereof.
Source: Item 23 — RECEIPTS (FDD pages 62–298)
What This Means (2025 FDD)
According to Anago's 2025 Franchise Disclosure Document, the franchisor retains full ownership of the Anago Software. While the subfranchisor is granted access to software programs like IGAS, AnagoCloud, and Anago CleanSource during the term of the agreement, this access is provided as a non-transferable and non-exclusive license. This means the subfranchisor can use the software but cannot transfer the right to use it to anyone else, and Anago can license the software to others. The subfranchisor only gets the right to use the software and related materials, not ownership. The software includes any updates or new versions but does not include the source code. Upon termination of the agreement, the subfranchisor must return all software and related materials to Anago.
This arrangement is typical in franchising, where the franchisor maintains control over its proprietary systems and intellectual property. By retaining ownership, Anago ensures consistency and standardization across all franchise locations. This also allows Anago to make updates and improvements to the software without needing the consent of individual subfranchisors.
For a prospective Anago subfranchisee, this means they will be reliant on Anago for the functionality and maintenance of the software. They will not have the ability to modify or customize the software to their specific needs. Additionally, they must ensure they have the necessary hardware to run the software as specified by Anago. It is important for potential subfranchisees to understand the terms of the software license and the implications of not owning the software outright.