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SuperMemo site franchising: Franchise agreement

This is an archive file. This program has been terminated.

This is an outline of Franchise Agreement you will be signing in case you opt for reselling SuperMemo from your own website. Some clauses are confidential and are not included in this text. Additionally, all individual agreements may be extended by special clauses on a case by case basis

Variables:

Outline of Franchise Agreement on selling SuperMemo products via electronic channel

This is a franchising contract between SuperMemo Research, Poland, later called Franchisor, and Your-Company, represented by Your-Name, later called Franchisee in reference to selling SuperMemo in Your-Market, later called Market, in Your-Period, later called Period.

  1. Services. Franchisor will provide Franchisee with a special version of SuperMemo, later called Product, adapted for Market and extended by:

    Franchisor will provide reasonable support and training via e-mail including FAQ support for problems that cannot be solved by Franchisee. In justified cases, Franchisor will also provide support to customers of Franchisee in case of problems that could not be solved by Franchisee in reasonable time

  2. Royalties and profit sharing. Franchisee will be granted the right to sell Product via his own website(s), called Franchisee Website. Franchisee is free from paying royalties on sold Product. Franchisee will retain all profits coming from selling Product
  3. Franchisee fee. Franchisee monthly fee is Your-Fee or 10% of the sales revenue, whichever is higher. The fee may be renegotiated after Period depending on the size of the target population and the overall performance of SuperMemo franchises. A limit on the fee increase after Period can be negotiated for periods up to three times the length of Period
  4. Territorial rights. Franchisee Website must target only Market in Your-Language. Franchisee Website may include material in other languages, including material promoting SuperMemo, on condition that this material does not provide an obvious path to making a sale of Product and clearly indicate Franchisor or other Franchisees as owners to territorial rights related to the language in question. In return for a higher franchisee fee, franchisee can be granted a temporary or permanent territorial exclusivity option. In such a case no other franchisees will operate in Market during Period
  5. Intellectual property rights. Franchisee may freely identify with Franchisor activities, use trademarks, logos and copyrighted material including but not limited to the entire non-copyrighted contents of SuperMemo Website at www.supermemo.com. Franchisee may freely develop and sell learning material for SuperMemo from Franchisee Website. Franchisee will also be able to include material from SuperMemo Library on the basis of a separate agreement with SuperMemo Library and within the scope defined by individual contracts with authors of material available from SuperMemo Library
  6. Record keeping. Franchisee is obliged to keep the exact record of downloads and sales. These should be made available to Franchisor on the monthly basis
  7. Quality control. Franchisee is obliged to provide, upon request from Franchisor, an accurate translation to English of material publicly available from Franchisee Website. Franchisee Website must display on its front page or SuperMemo front page the following message in English: In case you have any complaints about the service at <Franchisee>, please write to SuperMemo World
  8. Affiliate marketing. Franchisor is obliged to explicitly encourage visitors from Market to order directly from Franchisee. Franchisor will also consider linking to Franchisee Website from its front page at www.supermemo.com depending on the quality of the material presented at Franchisee Website
  9. Subfranchising. Franchisee has a right to subfranchise Product in Market on the basis of a separate contract. In such a case, Franchisee is obliged to pay Franchisor 33% of subfranchising fees. All subfranchising conditions will mirror this agreement, except for franchising fee that can be set freely by Franchisor
  10. Duration and renewal. This contract is valid for Period. After Period, Franchisee will receive preemptive extension rights contingent on scrupulous observance of the conditions of this agreement
  11. Termination. Failing to meet any of the aforesaid conditions on the part of Franchisee or justified user complaints about Franchisee are the basis for immediate termination of this agreement. Franchisee may opt to terminate this agreement with three-months notice. Termination does not free Franchisee from paying franchisee fee in Period