Does the Kidokinetics Confidentiality and Non-Compete Agreement supersede all prior agreements?
Kidokinetics Franchise · 2024 FDDAnswer from 2024 FDD Document
- i. This Agreement contains the entire agreement of the parties regarding the subject matter hereof and supersedes all prior written or oral agreements of the parties concerning the same subject matter. This Agreement may be modified only by a duly authorized writing executed by all parties.
- j. All notices permitted or required by this Confidentiality and Non-Compete Agreement must be in writing, and deemed delivered when sent by facsimile, electronic mail, or when delivered by hand, or three (3) days after being placed in the US mail, or one (1) day after being left with an overnight delivery service. Notices will be addressed to the party to be notified at the following addresses:
If directed to Franchisor:
Kidokinetics Franchise LLC 10428 West SR 84, Unit 1, Davie, Florida 33324 Attention: Terri Braun
If directed to Franchisee: If directe ed to Covenantor: Any change in the foregoing addresses will be effected by giving written notice of such change to the other parties.
k. The rights and remedies of Franchisor under this Agreement are fully assignable and transferable and inure to the benefit of its respective affiliates, successors and assigns. The respective obligations of Franchisee and Covenantor hereunder may not be assigned by Franchisee or Covenantor, without the prior written consent of Franchisor.
Source: Item 22 — CONTRACTS (FDD page 59)
What This Means (2024 FDD)
According to Kidokinetics' 2024 Franchise Disclosure Document, the Confidentiality and Non-Compete Agreement contains the entire agreement between the parties regarding its subject matter. Specifically, it supersedes all prior written or oral agreements concerning the same subject matter. This means that any previous agreements, whether spoken or written, are replaced by the terms outlined in this agreement. Any modifications to this agreement must be made in writing and executed by all parties involved.
This clause is standard in franchise agreements to ensure clarity and prevent disputes arising from prior understandings or informal agreements. It provides a clear understanding that the current written document is the sole agreement. For a prospective Kidokinetics franchisee, this means they should carefully review the Confidentiality and Non-Compete Agreement, as it defines their obligations and rights related to confidential information and competition, regardless of any prior discussions or documents.
Kidokinetics requires all notices related to the Confidentiality and Non-Compete Agreement to be in writing. These notices are considered delivered when sent by facsimile, electronic mail, hand delivery, three days after being placed in the US mail, or one day after being left with an overnight delivery service. Notices directed to Kidokinetics Franchise LLC should be sent to their address in Davie, Florida, with attention to Terri Braun. Any changes to these addresses require written notice to the other parties involved. This ensures that all communications are documented and properly delivered, reducing the risk of misunderstandings or disputes.
This agreement is fully assignable and transferable by Kidokinetics, benefiting its affiliates, successors, and assigns. However, franchisees and covenantors cannot assign their obligations without prior written consent from Kidokinetics. This protects Kidokinetics' interests by ensuring that the obligations under the agreement remain with the original parties unless Kidokinetics approves otherwise. Prospective franchisees should understand that they cannot transfer their obligations without Kidokinetics' permission, and Kidokinetics retains the right to assign its rights and remedies under the agreement.