Does Aunt Millies Bakeries grant an exclusive license to the proprietary software system?
Aunt_Millies_Bakeries Franchise · 2025 FDDAnswer from 2025 FDD Document
§10.3 SOFTWARE ACCOUNTING SYSTEM. Subject to the terms of this Agreement, AUNT MILLIE'S grants a limited personal, non transferable (except as provided pursuant to the assignability provisions of Article 7 of this agreement), non-exclusive license to load and use the object code version of any proprietary software system and program developed by AUNT MILLIE'S for route sales accounting, as same may be amended for time to time. Distributor shall acquire no other interest or right in the software, other than this limited use and shall not attempt to modify, decompile, disassemble or otherwise reverse engineer the software or request or authorize any other person to do so for any reason whatsoever. Distributor expressly agrees that it will not transfer to any third party the subject software.
Source: Item 23 — RECEIPT (FDD pages 44–196)
What This Means (2025 FDD)
According to the 2025 Aunt Millies Bakeries Franchise Disclosure Document, the license granted to distributors for the proprietary software system is non-exclusive. Specifically, Aunt Millies Bakeries grants a "limited personal, non transferable...non-exclusive license" to use the object code version of its proprietary software for route sales accounting. This means that multiple distributors can be granted the same license to use the software.
This non-exclusive arrangement means that Aunt Millies Bakeries retains the right to license the software to other distributors or even use it themselves. A distributor's rights are limited to using the software as intended and they cannot transfer the license to anyone else, except under specific conditions related to the assignability provisions in Article 7 of the agreement.
Furthermore, the distributor is prohibited from modifying, decompiling, disassembling, or reverse engineering the software. Upon termination of the Distribution Agreement, the distributor must cease using the software. This ensures that Aunt Millies Bakeries maintains control over its proprietary software and prevents unauthorized use or modification.