Is Bhc obligated to establish and maintain an Intranet for communication between Master Franchisees and the Franchisor?
Bhc Franchise · 2025 FDDAnswer from 2025 FDD Document
8.13 Intranet.
- (a) Franchisor may, at its option, establish and maintain an "Intranet" through which (i) BHC Master Franchisees may communicate with each other, (ii) Franchisor and Master Franchisee may communicate with each other and (iii) Franchisor may disseminate the Operations Manual, updates thereto and other confidential information. Franchisor has full discretion and control over all aspects of any such Intranet, including the content and functionality thereof. Franchisor will have no obligation to maintain the Intranet indefinitely and may dismantle it at any time without liability to Master Franchisee.
- (b) If establishes an Intranet, Master Franchisee must use it in strict compliance with the standards and specifications, protocols and restrictions Franchisor establishes regarding such use. Such standards and specifications, protocols and restrictions may provide, restrict or otherwise relate to (i) the use of abusive, slanderous or otherwise offensive language in electronic communications, (ii) communications between or among BHC Master Franchisees that disparage Franchisor or endorse or encourage breach of any BHC franchise agreement, or other agreement with Franchisor or Franchisor's affiliates, (iii) confidential treatment of materials that Franchisor transmits via the Intranet, (iv) password protocols and other security precautions, including limitations on the number and types of employees who may be granted access to the Intranet, (v) grounds and procedures for Franchisor's suspending or revoking a BHC Master Franchisee's access to the Intranet, and (vi) a privacy policy governing Franchisor's access to and use of electronic communications that Master Franchisees post to the Intranet. Master Franchisee acknowledges that, as administrator of the Intranet, Franchisor can access and view any communication that any person posts on the Intranet. Master Franchisee further acknowledges that the Intranet facility and all communications posted to it are Franchisor's property, free of any claims of privacy or privilege that Master Franchisee or any other person may assert.
- (c) Master Franchisee must establish and continually maintain (during all times that the Intranet is operational and until the termination of this Agreement) an electronic connection (the specifications of which will be specified in the Operations Manual) with the Intranet that allows Franchisor to send messages to, and receive messages from Master Franchisee, subject to Franchisor's standards and specifications.
Source: Item 23 — Receipts (FDD pages 52–230)
What This Means (2025 FDD)
According to Bhc's 2025 Franchise Disclosure Document, Bhc is not obligated to establish and maintain an Intranet. Bhc has the option to establish and maintain an Intranet for communication purposes.
The Intranet, if established, would serve as a platform for communication between Bhc master franchisees, and between Bhc and its master franchisees. It would also allow Bhc to distribute the Operations Manual, updates, and other confidential information. Bhc retains full control over all aspects of the Intranet, including its content and functionality. Bhc is not obligated to maintain the Intranet indefinitely and can dismantle it at any time without liability to the master franchisee.
If Bhc establishes an Intranet, master franchisees must use it in compliance with Bhc's standards, specifications, protocols, and restrictions. These may relate to language used in electronic communications, communications that disparage Bhc, confidential treatment of materials, password protocols, grounds for suspending access, and a privacy policy. Bhc, as the administrator, can access and view any communication posted on the Intranet, and all communications are Bhc's property. Master franchisees must maintain an electronic connection with the Intranet to send and receive messages, as specified in the Operations Manual.