As an employee of a Kidokinetics franchisee, what is my obligation regarding the use of Kidokinetics' Intellectual Property?
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.
-
- 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.
-
- Covenants Reasonable. You acknowledge and agree that: (i) the terms of this Agreement are reasonable both in time and in scope of geographic area; and (ii) you have sufficient resources and business experience and opportunities to earn an adequate living while complying with the terms of this Agreement.
Source: Item 22 — CONTRACTS (FDD page 59)
What This Means (2024 FDD)
According to Kidokinetics's 2024 Franchise Disclosure Document, as an employee, independent contractor, agent, representative, or supplier of a Kidokinetics franchisee, you cannot use Kidokinetics's Intellectual Property in any business or capacity other than for the benefit of the Kidokinetics Business operated by the Franchisee or in any way that is detrimental to Kidokinetics or the Franchisee. You must maintain the confidentiality of the Intellectual Property at all times and not make unauthorized copies of documents containing any Intellectual Property. You must also take reasonable steps to prevent unauthorized use or disclosure of the Intellectual Property. If you are no longer an employee, independent contractor, agent, representative, or supplier of the Franchisee, you must immediately stop using the Intellectual Property. You cannot use the Intellectual Property for any purpose other than performing your duties for the Franchisee and within the scope of your employment or other engagement with the Franchisee.
The Intellectual Property remains the sole property of Kidokinetics Franchise LLC, and you must assign any rights you may have or acquire in such Intellectual Property to Kidokinetics. Upon termination of your employment or engagement with the Franchisee, or at any time upon Kidokinetics's or the Franchisee's request, you must deliver all documents and data pertaining to the Intellectual Property and not take any documents or data or copies containing or pertaining to any Intellectual Property with you.
Kidokinetics defines Intellectual Property as their Marks, Copyrights, Know-how, and System. Know-how includes all of Kidokinetics's trade secrets and other proprietary information relating to the development, construction, marketing, and/or operation of a Kidokinetics business, including, but not limited to, methods, techniques, specifications, proprietary practices and procedures, policies, marketing strategies, and information comprising the System and the Manual. Marks include the logotypes, service marks, and trademarks now or hereafter involved in the operation of a Kidokinetics business, including "KIDOKINETICS," and any other trademarks, service marks, or trade names that Kidokinetics designates for use by a Kidokinetics business. The term "Marks" also includes any distinctive trade dress used to identify a Kidokinetics business, whether now in existence or hereafter created.