Can a Big Blue Swim School licensee transfer the software to another party?
Big_Blue_Swim_School Franchise · 2025 FDDAnswer from 2025 FDD Document
in our reasonable | | | opinion cause you to breach your development obligations under the Schedule (unless we are | | | willing to extend the Schedule proportionately to account for the delay). | |
EXHIBIT I
SOFTWARE AS A SERVICE AGREEMENT
SOFTWARE AS A SERVICE AGREEMENT
| This DRA and all exhibits to this DRA constitute the entire agreement between the parties | |
|---|---|
| with respect to its subject matter and supersede any and all prior negotiations, understandings, | |
| representations, and agreements with respect to its subject matter. Nothing in this or in any related | |
| agreement, however, is intended to disclaim the representations we made in the franchise | |
| disclosure document that we furnished to you. |
1. INTRODUCTION.
- (a) Licensor owns the proprietary computer software system known as LessonBuddy® more particularly described on the attached Exhibit A ("Licensed Software").
- (b) Licensee desires to obtain a license from Licensor to use the Software by remote access to the Licensor computing environment in accordance with the terms and conditions of this Agreement in conjunction solely with its operation of a BIG BLUE Swim School No. under the Big Blue Swim School Franchising, LLC Franchise Agreements by and between Licensee and Licensor.
- (c) Any incongruities or conflicts, whether in fact or by operation of law, between the terms of this License and the Franchise Agreements shall be construed in the light most favorable to Licensor and in such a manner as to effectuate the intent of Licensor hereunder and the provisions of the Franchise Agreements.
Source: Item 23 — RECEIPTS (FDD pages 76–278)
What This Means (2025 FDD)
Based on the 2025 Franchise Disclosure Document, the Software as a Service Agreement outlines the terms for using the LessonBuddy® software. Big Blue Swim School owns the LessonBuddy® software system, and franchisees are granted a license to use the software via remote access. This license is specifically for operating a Big Blue Swim School franchise. The agreement explicitly states that the software includes portions of code proprietary to third-party owners and copyright holders, which are sublicensed to the franchisee under the agreement.
This agreement does not grant franchisees the right to transfer or sublicense the LessonBuddy® software to another party. The license is tied directly to the operation of the franchisee's Big Blue Swim School. Any modifications to the agreement must be in writing and agreed upon by both Big Blue Swim School and the franchisee.
Therefore, a Big Blue Swim School franchisee cannot independently transfer the software to another party. The rights to use the software are strictly defined and limited to the operation of the franchised business under the terms of the Software as a Service Agreement.