What is the scope of the cooperation expected between the Byrider Licensor and Licensee regarding Customer Data?
Byrider Franchise · 2025 FDDAnswer from 2025 FDD Document
and, unless sooner terminated as provided herein, shall expire or terminate concurrently with the expiration or termination of the Franchise Agreement.
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- Customer Data. Licensee shall remain the sole and exclusive owner of all its Customer Data and other confidential information of Licensee, regardless of whether such data is maintained on Licensor's or Licensee's technology systems, magnetic or other media, or any other storage or processing device. Licensor shall be permitted to view, and copy the Customer Data, and grant third party access to Customer Data at the discretion of Licensor for the purposes of analysis and maintaining the Licensed System. All such Customer Data and other confidential information of Licensee shall be subject to examination by the appropriate auditors to the same extent as if such information were on Licensee's premises. Upon Licensee's request, and at Licensee's expense, Licensor shall provide promptly to Licensee copies of any and all Customer Data on media designated by Licensee. Also upon Licensee's request, authorized personnel of Licensee shall be permitted access to the Licensor facilities utilized in providing the Services during normal business hours subject to any reasonable security procedures or other restrictions in effect at Licensor's facilities. Notwithstanding the foregoing, Licensor may provide access to the Customer Data, without consent of Licensee, in compliance with the order or judgment of a court
of competent jurisdiction. Licensor will process items and data and perform the services under this Agreement on the basis of information furnished by Licensee. Licensor shall be entitled to rely upon any such data, information, or instructions as provided by Licensee. If any error results from incorrect input supplied by Licensee, Licensee shall be solely responsible for discovering and reporting such error and supplying data necessary to correct such error to Licensor. In no event shall Licensor be liable for any direct or indirect damages of any type resulting from data furnished by Licensee. Licensor may maintain backup Customer Data in perpetuity following the termination of this Agreement.
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- Anonymous Data. Licensee hereby grants an irrevocable non-exclusive license to Licensor and its agents, successors, and assigns to use, compile, distribute, market, sell and sublicense statistical analyses, information, data and reports utilizing data aggregated or obtained from Customer Data during the term of this Agreement ("Anonymous Data"). Licensor shall cause the Anonymous Data to be created in a manner which does not include information that personally identifies Licensee or any of its customers. Licensor's use of Anonymous Data shall only be to the extent allowable by law. For example, Licensor shall be permitted to provide Licensee's Customer Data to service bureaus and other parties who aggregate data for reporting and analysis purposes if the Licensor provides substantially similar Customer Data from the Franchisees of the Licensor for the same purpose. Examples of parties would include Experian, Equifax, Transunion, Carfax, and Lexis-Nexis.
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- Confidential Information. Licensee acknowledges that the Licensed Software and Licensed Documentation include proprietary information containing trade secrets and copyrighted materials. Licensee shall not make the Licensed Software or Licensed Documentation or any portion thereof available by assignment, sublicense, transfer, disclosure or any other means for copying or use by any person, firm, or corporation not a party to this Agreement other than its employees, agents and successors. Licensee acknowledges that any unauthorized disclosure to or use by third parties may cause immediate and irreparable harm and significant injury to Licensor that may be difficult to ascertain. Accordingly, Licensee agrees that Licensor will have the right to obtain immediate injunctive relief to enforce obligations under this Agreement, upon breach of such obligations or threat of such breach, in addition to any other remedies to which it may be entitled.
"Confidential Information" for purposes of this Agreement shall mean and include all information not in the public domain that relates to, is embodied in, or associated with Licensor, the Licensed System and the Hosting Facility and the methods of operation and nature of the foregoing, including, but not limited to, all trade secrets, know-how, engineering documents, designs and procedures, manuals, software, program listings, data file printouts, screen displays, technical data, research, or third-party confidential information disclosed to Licensor; and including the nature and existence of any of the foregoing.
Source: Item 23 — Receipts (FDD pages 88–335)
What This Means (2025 FDD)
According to Byrider's 2025 Franchise Disclosure Document, both the licensor and licensee have responsibilities regarding customer data. The licensee is primarily responsible for the accuracy and security of the data they provide to Byrider's Licensed System. Byrider relies on the data furnished by the licensee and is not liable for errors resulting from incorrect input by the licensee. The licensee is responsible for correcting and reporting any errors. The licensee is also responsible for securing network connections and implementing security measures as directed by Byrider.
Byrider, as the licensor, agrees to take commercially reasonable efforts to store additional copies of all records and customer data in a secure, remote location and maintain safeguards against destruction, loss, damage, or alteration of customer data. These safeguards must surpass minimum regulatory requirements and be no less rigorous than those Byrider maintains for its own data and software. Byrider also agrees to cooperate with the licensee to correct, recreate, restore, or reprocess any customer data if the need arises due to any fault or negligence of Byrider, its employees, or agents, or due to the operation of Byrider software, or due to a breach by Byrider of any of its warranties. Both parties agree to fully cooperate with one another to effectuate the prompt correction, recreation, restoration or reprocessing of any Customer Data.
Furthermore, the licensee grants Byrider a non-exclusive license to use, compile, distribute, market, sell, and sublicense statistical analyses, information, data, and reports utilizing data aggregated or obtained from customer data, provided that the data is anonymized and does not personally identify the licensee or its customers. This allows Byrider to provide customer data to service bureaus and other parties for reporting and analysis purposes, similar to how it provides data from other franchisees. Byrider also agrees to provide copies of customer data to the licensee upon request and at the licensee's expense. Authorized personnel of the licensee are permitted access to Byrider's facilities utilized in providing the services during normal business hours, subject to reasonable security procedures.
Overall, the cooperation between Byrider and its franchisees regarding customer data involves a shared responsibility for data accuracy, security, and recovery. The franchisee is primarily responsible for providing accurate data and maintaining secure network connections, while Byrider is responsible for data storage, security, and recovery, as well as cooperating in correcting any data issues. This framework ensures that customer data is handled responsibly and that both parties can effectively manage and utilize the data for business purposes.