What are the limitations on a Hyper Kidz franchisee's right to use copyrighted works?
Hyper_Kidz Franchise · 2024 FDDAnswer from 2024 FDD Document
ystem and created in the future will be owned by us or our affiliates and copyrighted.
Your right to use the copyrighted works is derived solely from the Franchise Agreement and is limited to the use of the copyrighted works in compliance with the Franchise Agreement and all applicable standards, specifications, and operating procedures we prescribe. You must make sure that all copyrighted works used bear an appropriate copyright notice under the Universal Copyright Convention or other copyright laws we prescribe specifying that we or an affiliate are the owner of the copyright. The Franchise Agreement does not grant you any interest in the copyrighted works, other than the right to operate the Hyper Kidz Business in compliance with the Franchise Agreement.
You must immediately notify us in writing of any actual or apparent infringement of or challenge to any of the copyrighted works or claim by any person of any rights in the copyrighted works, and you may not communicate with any person other than us and our counsel in connection with any infringement, challenge or claim. We will have the sole discretion to take any action we deem appropriate and the right to control exclusively any settlement, litigation, arbitration or administrative proceeding arising out of any alleged infringement, challenge or claim or otherwise relating to the copyrighted works.
If it becomes advisable at any time for you to modify or discontinue use of any of the copyrighted works and/or for you to use one or more additional or substitute copyrighted or copyrightable items, you agree to immediately comply with our directions to modify or otherwise discontinue the use of the copyrighted materials and/or to use one or more substitute materials, at your expense.
Confidential Information
We possess and will further develop and acquire certain confidential and proprietary information and trade secrets (the "Confidential Information") including: (1) methods, techniques, specifications, standards, policies, procedures, information, concepts and systems relating to and knowledge of and experience in the development, operation, and franchising of Hyper Kidz Businesses; (2) marketing and promotional programs for Hyper Kidz Businesses; (3) knowledge of specifications for and knowledge of suppliers of certain materials, equipment and fixtures for Hyper Kidz Businesses; (4) operating results and financial performance of Hyper Kidz Businesses; (5) the Operations Manual; (6) the terms of the Franchise Agreement; and (7) all data relating to the sales and operations of your Hyper Kidz Business.
Under the Franchise Agreement we will disclose to you, during training and in guidance and assistance furnished to you, parts of the Confidential Information that you need for the development and operation of a Hyper Kidz Business. You may learn or otherwise obtain from us additional Confidential Information during the term of your Franchise Agreement. You must agree to disclose the Confidential Information to your Principals and employees only to the extent reasonably necessary to operate your Franchised Business.
Source: Item 14 — PATENTS, COPYRIGHTS AND PROPRIETARY INFORMATION (FDD pages 38–40)
What This Means (2024 FDD)
According to Hyper Kidz's 2024 Franchise Disclosure Document, a franchisee's right to use copyrighted works is explicitly derived from the Franchise Agreement. This right is limited to using the copyrighted materials in compliance with the Franchise Agreement, including all standards, specifications, and operating procedures prescribed by Hyper Kidz. Franchisees must ensure that all copyrighted works display the appropriate copyright notice, indicating that Hyper Kidz or its affiliates own the copyright. The Franchise Agreement does not grant franchisees any ownership interest in the copyrighted works beyond the right to operate the Hyper Kidz business according to the agreement.
Hyper Kidz franchisees are required to immediately inform Hyper Kidz in writing of any actual or potential infringement or challenges to the copyrighted works. Franchisees are prohibited from communicating with anyone other than Hyper Kidz and its counsel regarding any infringement, challenge, or claim. Hyper Kidz retains the sole discretion to take any action it deems appropriate and has the exclusive right to control any settlement, litigation, arbitration, or administrative proceeding related to alleged infringement, challenges, or claims concerning the copyrighted works.
Furthermore, if Hyper Kidz deems it advisable for a franchisee to modify or discontinue the use of any copyrighted works, or to use substitute copyrighted items, the franchisee must immediately comply with Hyper Kidz's directions at the franchisee's own expense. Franchisees also agree to disclose to Hyper Kidz all ideas, concepts, promotional materials, methods, techniques, and products related to the development and operation of Hyper Kidz businesses that they or their employees conceive or develop during the term of the Franchise Agreement. Hyper Kidz is granted a perpetual, non-exclusive, and worldwide right to use these new ideas across all Hyper Kidz businesses without any obligation to provide payment.
Hyper Kidz claims common law copyrights in the Manual, advertising materials, computer works, and similar items used in operating the Hyper Kidz Business. These copyrights have not been registered with the United States Registrar of Copyrights, and Hyper Kidz is not required to do so to protect them. Franchisees must acknowledge and agree that Hyper Kidz may authorize the use of certain copyrighted works, that these works are the valuable property of Hyper Kidz or its affiliates, and that the rights granted to the franchisee are conditional upon compliance with the Franchise Agreement.