What is the agreement regarding ownership of Know-How and Intellectual Property in the Kidokinetics Confidentiality Agreement?
Kidokinetics Franchise · 2024 FDDAnswer from 2024 FDD Document
gree to comply with this Agreement.
- 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.
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- Immediate Family Members. You acknowledge you could circumvent the purpose of this Agreement by disclosing Intellectual Property to an immediate family member (i.e., spouse, parent, sibling, child, or grandchild). You also acknowledge that it would be difficult for us to prove whether you disclosed the Intellectual Property to family members. Therefore, you agree you will be presumed to have violated the terms of this Agreement if any member of your immediate family uses or discloses the Intellectual Property. However, you may rebut this presumption by furnishing evidence conclusively showing you did not disclose the Intellectual Property to the family member.
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- Covenants Reasonable.
Source: Item 22 — CONTRACTS (FDD page 59)
What This Means (2024 FDD)
According to the 2024 Kidokinetics Franchise Disclosure Document, the Confidentiality Agreement stipulates that all Intellectual Property associated with the Kidokinetics business remains the sole property of Kidokinetics Franchise LLC. This includes trademarks, copyrights, know-how, the operations manual, and the Kidokinetics system.
The agreement requires individuals who have access to Kidokinetics' confidential information, such as employees or contractors of a franchisee, to maintain the confidentiality of this information and use it only for the benefit of the Kidokinetics business. They are prohibited from making unauthorized copies or using the information in any way that could be detrimental to Kidokinetics. Any rights that an individual may acquire in the Intellectual Property are assigned to Kidokinetics Franchise LLC.
Upon termination of employment or engagement with a Kidokinetics franchisee, individuals must return all documents and data pertaining to the Intellectual Property. These restrictions on Know-how, Intellectual Property and the System do not apply to any information which is information publicly known or becomes lawfully known in the public domain other than through a breach of this Agreement or is required or compelled by law to be disclosed, provided that reasonable notice is given to allow Kidokinetics to seek protective or other court orders.