Does the licensee have the right to sublicense the Brain Balance software?
Brain_Balance Franchise · 2025 FDDAnswer from 2025 FDD Document
(iv) Licensee shall not remove any trademarks, proprietary legends, or copyright notices from the Software or the Software Materials, or reproduce, publish, sell, modify, distribute, prepare derivative programs of, or license the Software or the Software Materials in any manner.
(v) Licensee shall make no copies of the Software, or any component thereof, or any Software Materials, for any purpose whatsoever except use of the Software and the Software Materials in accordance with this Agreement without the prior written consent of Licensor (which consent may be given or withheld in Licensor's sole and absolute discretion).
Source: Item 22 — CONTRACTS (FDD pages 70–72)
What This Means (2025 FDD)
According to the 2025 Brain Balance Franchise Disclosure Document, franchisees are explicitly prohibited from sublicensing the Brain Balance software. The agreement states that the licensee cannot reproduce, publish, sell, modify, distribute, prepare derivative programs, or license the software or software materials in any manner. This restriction ensures that Brain Balance maintains strict control over its proprietary software and its use within the franchise network.
Furthermore, the Brain Balance agreement clarifies that the licensee cannot copy the software or any of its components or software materials for any purpose beyond the authorized use outlined in the agreement, without obtaining prior written consent from the licensor. This consent can be withheld at the licensor's discretion. This provision underscores the franchisor's intent to prevent unauthorized duplication and distribution of its software.
These restrictions are typical in franchise agreements involving proprietary software. By retaining exclusive control over the software, Brain Balance can ensure consistent quality, protect its intellectual property, and prevent unauthorized use or modification of its core technology. Prospective franchisees should understand that the Brain Balance software is a key component of the franchise system, and its use is strictly governed by the terms of the franchise agreement and software license agreement.