According to the Kidokinetics Confidentiality Agreement, what is the obligation regarding maintaining the confidentiality of Intellectual Property?
Kidokinetics Franchise · 2024 FDDAnswer from 2024 FDD Document
- Know-How and Intellectual Property: Non-disclosure and Ownership. You agree: (i) you will not use the Intellectual Property in any business or capacity other than for the benefit of the Kidokinetics Business operated by Franchisee or in any way detrimental to us or to the Franchisee; (ii) you will maintain the confidentiality of the Intellectual Property at all times; (iii) you will not make unauthorized copies of documents containing any Intellectual Property; (iv) you will take such reasonable steps as we may ask of you from time to time to prevent unauthorized use or disclosure of the Intellectual Property; and (v) you will stop using the Intellectual Property immediately if you are no longer an employee, independent contractor, agent, representative, or supplier of Franchisee. You further agree that you will not use the Intellectual Property for any purpose other than performing your duties for Franchisee and within the scope of your employment or other engagement with Franchisee.
The Intellectual Property is and shall continue to be the sole property of Kidokinetics Franchise LLC. You hereby assign and agree to assign to us any rights you may have or may acquire in such Intellectual Property. Upon the termination of your employment or engagement with Franchisee, or at any time upon our or Franchisee's request, you will deliver to us or to Franchisee all documents and data of any nature pertaining to the Intellectual Property, and you will not take with you any documents or data or copies containing or pertaining to any Intellectual Property.
Source: Item 22 — CONTRACTS (FDD page 59)
What This Means (2024 FDD)
According to Kidokinetics' 2024 Franchise Disclosure Document, franchisees and their employees, contractors, agents, representatives, and suppliers are obligated to maintain the confidentiality of Kidokinetics' Intellectual Property. This obligation is detailed within a sample Confidentiality Agreement included in the FDD. \
The agreement specifies that individuals accessing Kidokinetics' Intellectual Property must not use it in any business other than the franchised Kidokinetics business. They must maintain its confidentiality at all times and refrain from making unauthorized copies of documents containing the Intellectual Property. Furthermore, they are required to take reasonable steps to prevent unauthorized use or disclosure, as directed by Kidokinetics. Upon termination of their relationship with the franchisee, they must immediately cease using the Intellectual Property and return all related documents and data. \
Kidokinetics emphasizes that its Intellectual Property remains its sole property. Any rights an individual may acquire in the Intellectual Property are assigned to Kidokinetics. Unauthorized use of the Intellectual Property constitutes an infringement of Kidokinetics' rights, potentially leading to default under the franchise agreement. This includes the Franchise Operations Manual, which contains trade secrets and confidential information that must be kept confidential during and after the franchise term.