What is Kidokinetics' right regarding computer software programs that franchisees must use?
Kidokinetics Franchise · 2024 FDDAnswer from 2024 FDD Document
in Franchisee's computer, tablet or smartphone.
- 11.3.3. Franchisor shall have the right, but not the obligation, to develop or designate: (i) computer software programs Franchisee must use in connection with any component of the Computer System (the "Required Software"), which Franchisee shall install at Franchisee's expense; (ii) updates, supplements, modifications, or enhancements to the Required Software, which Franchisee shall install at Franchisee's expense; (iii) the tangible media upon which Franchisee records data; and (iv) the database file structure of the Computer System. Franchisee shall be responsible for the payment of all fees associated with the Required Software, Computer System and POS System.
- 11.3.4. At Franchisor's request, Franchisee shall purchase or lease, and thereafter maintain, the Computer System and, if applicable, the Required Software. Franchisee agrees to pay all fees associated with the use of Required Software, which may be payable to Franchisor or Franchisor's approved or designated suppliers. Franchisee expressly agrees to strictly comply with Franchisor's standards and specifications for all items associated with Franchisee's Computer System and any Required Software. Franchisee agrees, at its own expense, to keep its Computer System in good maintenance and repair and install such upgrades, additions, changes, modifications, substitutions, and/or replacements to Franchisee's Computer System or Required Software as Franchisor directs from time to time in writing. Franchisee agrees its compliance with this Section 11.3.4 shall be at Franchisee's sole cost and expense.
- 11.3.5. Franchisor may now or in the future create or designate a proprietary software program, and Franchisor will retain a proprietary interest in all databases, lists, templates, programs and any other software components that have been created and/or customized by Franchisor using the Computer System and/or Required Software (the "Proprietary Software"). Proprietary Software
may conduct, among other things, scheduling, accounting, inventory, and related activities. Franchisee must obtain the computer hardware necessary to implement the Proprietary Software into the Kidokinetics Business, and comply with all specifications and standards prescribed by Franchisor regarding the Proprietary Software as provided in the Franchise Operations Manual. This Proprietary Software will be Franchisor's proprietary product, and the information collected therefrom will be deemed Franchisor's confidential information. Franchisee agrees to sign Franchisor's then-current form of software license agreement for any Proprietary Software Franchisor may now or in the future create, pay any license fees associated with use of Proprietary Software, and upgrade the Proprietary Software as Franchisor designates.
- 11.3.6.
Source: Item 22 — CONTRACTS (FDD page 59)
What This Means (2024 FDD)
According to Kidokinetics' 2024 Franchise Disclosure Document, Kidokinetics has the right, but not the obligation, to develop or designate computer software programs that franchisees must use in connection with any component of the Computer System. These programs are referred to as the "Required Software," and franchisees are responsible for installing them at their own expense. Kidokinetics also has the right to develop updates, supplements, modifications, or enhancements to the Required Software, which franchisees must also install at their own expense.
Kidokinetics may create or designate a proprietary software program and will retain a proprietary interest in all databases, lists, templates, programs, and any other software components that have been created and/or customized by Kidokinetics using the Computer System and/or Required Software, referred to as the "Proprietary Software". Franchisees are responsible for paying all fees associated with the Required Software, Computer System, and POS System, and they must purchase or lease and maintain the Computer System and Required Software at Kidokinetics' request.
Franchisees must strictly comply with Kidokinetics' standards and specifications for all items associated with their Computer System and any Required Software. They are also responsible for keeping their Computer System in good maintenance and repair and installing any upgrades, additions, changes, modifications, substitutions, and/or replacements to their Computer System or Required Software as Kidokinetics directs in writing. Furthermore, franchisees are required to participate in any System-wide computer network, intranet system, or extranet system that Kidokinetics implements and may be required to use such systems for various purposes, including submitting reports, viewing the Franchise Operations Manual, downloading advertising materials, and communicating with Kidokinetics and other franchisees.