Regarding the Remax agreement, is the customer responsible for all use of the software by authorized users?
Remax Franchise · 2025 FDDAnswer from 2025 FDD Document
Customer Data solely as necessary to (a) provide and maintain the Software during the Term, and (b) create, distribute and use for any lawful purpose Aggregated Statistics during and for a period of six months after the Term, subject to the confidentiality obligations set forth herein. As between the Parties, the Customer Data hosted by Licensor as part of the Software, and all worldwide intellectual property therein, is the exclusive property of Customer. All right, title, and interest in Aggregated Statistics (other than any Customer Data incorporated therein), and all Intellectual Property Rights therein, belong to and are retained solely by Licensor. Customer agrees that Licensor may: (i) make Aggregated Statistics publicly available in compliance with applicable law; and (ii) use Aggregated Statistics to the extent and in the manner permitted under applicable law; provided in each case that such Aggregated Statistics do not identify Customer.
- 3.2 Authorized Users' Access to Software. Customer may permit any Authorized Users to access and use the Software as contemplated by this Agreement and the applicable Product Schedule (if applicable), and is responsible for all use of the Software by such Authorized Users. User IDs and
other access credentials cannot be shared or used by more than one Authorized User at a time. Customer shall use commercially reasonable efforts to prevent unauthorized access to or use of the Software and shall notify Licensor promptly of any such unauthorized use known to Customer.
Source: Item 22 — Contracts (FDD pages 108–334)
What This Means (2025 FDD)
According to Remax's 2025 Franchise Disclosure Document, the customer, as the franchisee, is responsible for all use of the software by authorized users. Specifically, the franchisee can allow authorized users to access and use the software as outlined in the agreement and any applicable product schedules. The franchisee is held accountable for ensuring that these authorized users comply with the terms of the agreement.
This responsibility extends to preventing unauthorized access or use of the software. The franchisee must promptly notify Remax's licensor of any unauthorized use they become aware of. Additionally, the franchisee is responsible for maintaining the security of all passwords and access protocols required to access the software.
Furthermore, the franchisee is liable for all uses of the software and documentation resulting from access provided by them, whether directly or indirectly, and whether such access or use is permitted by or violates the agreement. This includes the actions and omissions of authorized users, meaning any breach of the agreement by an authorized user is considered a breach by the franchisee. The franchisee must make authorized users aware of the agreement's provisions and ensure their compliance.
This allocation of responsibility is fairly standard in franchise agreements involving software. It underscores the importance of carefully managing user access and training authorized users on the proper use of the software to avoid breaches of the franchise agreement.