Territory Check Only Terms of Service and User Agreement
VISUAL VISITOR, LLC dba FRANCHISE NINJA
TERRITORY CHECK ONLY - TERMS OF SERVICE AND USER AGREEMENT
(For customers using only the Territory Check Product)
IMPORTANT NOTICE — PLEASE READ CAREFULLY. THE PRODUCTS OFFERED HEREUNDER ARE AI-ASSISTED INFORMATIONAL TOOLS. THEIR OUTPUTS ARE INFORMATIONAL ONLY AND DO NOT CONSTITUTE LEGAL, FINANCIAL, FRANCHISE-DEVELOPMENT, OR REAL-ESTATE ADVICE, AN OFFER TO SELL A FRANCHISE, AN EARNINGS CLAIM, OR A GRANT, RESERVATION, OR PROMISE OF ANY TERRITORY, EXCLUSIVITY, OR DEVELOPMENT RIGHT. USERS MUST INDEPENDENTLY VERIFY ALL OUTPUTS AND CONSULT QUALIFIED ADVISORS BEFORE ACTING IN RELIANCE ON THE SERVICE.
1. Acceptance; Parties; Scope.
This Terms of Service and User Agreement (this “Agreement”) is a legally binding agreement between Visual Visitor, LLC dba Franchise Ninja (“Visual Visitor,” “we,” “us,” or “our”) and the franchise brand or other entity accepting these terms (“Brand” or “you”). This Agreement governs access to and use of the products and/or services selected in the applicable order form or other purchasing document (the “Service”), which are AI-assisted informational tools for use in the evaluation of franchise systems and may be offered on a standalone basis or as part of the Franchise Ninja platform.
1.1. Acceptance.
BY ACCESSING OR USING THE SERVICE, CLICKING “I AGREE,” SIGNING IN, OR OTHERWISE INTERACTING WITH THE SERVICE, YOU REPRESENT THAT YOU HAVE AUTHORITY TO BIND THE BRAND AND YOU AGREE TO BE BOUND BY THIS AGREEMENT. IF YOU DO NOT AGREE, DO NOT USE THE SERVICE.
1.2 Authorized Users.
Brand may permit access to the Service by its employees, contractors, and franchise brokers it designates (collectively, “Authorized Users”, with each broker an “Authorized Broker”). Each Authorized User is also bound by this Agreement, and Brand is responsible for its Authorized Users’ acts and omissions as if they were Brand’s own.
1.3 Relationship to Master Agreement.
If Brand also uses other Franchise Ninja modules or services under a separately executed Visual Visitor services agreement, order form, or statement of work (a “Master Agreement”), the Master Agreement governs those other services and, to the extent it expressly addresses the Service, controls over this Agreement. Except as provided in the immediately preceding sentence, this Agreement governs Brand’s access to and use of the Service.
2. The Service.
The Service applies Brand-supplied territory rules and status data to broker and user queries and returns availability information and related routing responses. The Service may provide:
(a) availability lookups at the state, ZIP code, city, or other geographic level configured by Brand;
(b) automated responses to Authorized Broker and Authorized User queries;
(c) routing of edge cases to Brand’s designated support contact;
(d) alternate-brand suggestions within Brand’s owned or affiliated portfolio when a requested territory is sold; and
(e) reporting and analytics regarding broker activity, territory demand, and response outcomes.
2.1 What the Service Is Not.
The Service is not, and shall not be construed as, a franchise disclosure document, an offer to sell a franchise, an earnings claim, a financial performance representation, a demographic or market-analysis tool, a real-estate tool, a legal review of any franchise system, or a determination of registration status under any state franchise law. It does not grant, reserve, allocate, protect, or promise any franchise, territory, exclusivity, protected area, or development right. Visual Visitor is not a franchisor, franchise broker, or franchise seller and does not act as an agent of any franchisor with respect to the grant or reservation of any territory.
3. AI-Generated Content.
The Service uses artificial intelligence, machine learning, and similar automated technologies (“AI Technologies”) to generate or assist in generating responses, classifications, analyses, visualizations, and other outputs (collectively, “AI-Generated Content”). AI Technologies are probabilistic and may produce inaccurate, incomplete, outdated, or inconsistent results.
3.1 Informational Only; No Advice.
AI-GENERATED CONTENT IS INFORMATIONAL ONLY. IT DOES NOT CONSTITUTE LEGAL, FINANCIAL, INVESTMENT, REAL-ESTATE, FRANCHISE-DEVELOPMENT, OR OTHER PROFESSIONAL ADVICE. You acknowledge that qualified professional advisors — including, where appropriate, a licensed franchise attorney — should be consulted before any franchise, territorial, or business decision.
3.2 Limitations.
AI-Generated Content may contain errors, omissions, inaccuracies, or so-called “hallucinations”; may rely on Brand Inputs or third-party data Visual Visitor does not independently verify; may reflect outdated information; and may produce inconsistent results for the same or similar inputs. You are solely responsible for verifying the accuracy and appropriateness of any output before relying on it.
3.3 No Reservation of Territory.
Any availability response is a real-time informational statement based on then-current Brand Inputs. It is not a reservation, hold, option, or commitment of any kind, and is subject to Brand’s subsequent qualification, disclosure, and execution requirements. No Authorized User may rely on or transmit any output as a representation or commitment by Brand or by any franchisor regarding territorial rights, exclusivity, or registration status.
3.4 Franchise Disclosure and Registration Laws.
Use of the Service does not satisfy, waive, replace, or otherwise affect any obligation under the FTC Franchise Rule (16 C.F.R. Part 436) or any state franchise registration or disclosure law, including the fourteen (14) day pre-sale disclosure period. Brand is solely responsible for compliance with all such laws in connection with any Brand Input, output, or communication generated through the Service, including responses regarding states in which Brand’s franchise offering is not effectively registered or is in process or amendment. Visual Visitor may, in its discretion, gate, disable, or restrict state-specific functionality pending Brand’s certification of regulatory status.
4. Brand Inputs; User Inputs.
Brand Inputs and User Inputs are the lifeblood of the Service and Brand bears responsibility for them.
4.1 Brand Inputs Defined.
“Brand Inputs” means the territory rules, status designations (e.g., available, unavailable, pending, FDD-in-process, registered, amendment), custom notes, sender names, support fallback contacts, alternate-brand mappings, and other data and configurations that Brand or its Authorized Users provide to or configure within the Service.
4.2 Brand Representations and Warranties.
Brand represents and warrants that:
(a) all Brand Inputs are accurate, current, and complete;
(b) Brand has authority to set the territory rules and status designations it submits;
(c) Brand Inputs, and the responses the Service generates from them, comply with all applicable franchise registration and disclosure laws in each affected state and with all other applicable laws;
(d) alternate-brand routing is limited to brands owned, controlled by, or affiliated with Brand (or for which Brand otherwise has authority to refer); and
(e) Brand has all rights and consents necessary for Visual Visitor to process Brand Inputs as contemplated by this Agreement.
4.3 User Inputs.
“User Inputs” means the queries, prompts, addresses, and other materials submitted by Authorized Users (including Authorized Brokers). Brand and each Authorized User represent that User Inputs do not violate any law, contract, or third-party right and do not contain sensitive personal information, protected health information, payment card data, or other heightened-protection data.
4.4 License to Inputs; Use of De-Identified Data.
Brand grants Visual Visitor a non-exclusive, royalty-free, worldwide license during the term to host, store, reproduce, transmit, process, display, and create derivative works of Brand Inputs and User Inputs solely as necessary to operate the Service and perform under this Agreement. Visual Visitor may use Brand Inputs and User Inputs in de-identified or aggregated form (not associated with Brand or any identifiable Authorized User) to operate, secure, evaluate, troubleshoot, improve, and benchmark the Service and Visual Visitor’s products generally.
4.5 Output License.
Subject to compliance with this Agreement, Visual Visitor grants Brand and its Authorized Users a non-exclusive, non-transferable, revocable license to use AI-Generated Content delivered through the Service solely for Brand’s internal franchise-development purposes. Outputs may not be resold, published, redistributed, held out as a Visual Visitor representation or warranty, or used to train, fine-tune, or develop any competing AI model or service.
5. Reporting and Analytics.
The Service may compile and present to Brand reporting and analytics regarding broker activity, territory demand, response volumes, and similar operational data. Brand shall not use such reporting, in whole or in part, to make any decision regarding any Authorized Broker in a manner that violates any applicable employment, antitrust, or other law. Visual Visitor may use de-identified, aggregated analytics across customers for product improvement and benchmarking.
6. Disclaimer of Warranties.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE AND ALL AI-GENERATED CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTY OF ANY KIND, EXPRESS, IMPLIED, OR STATUTORY. VISUAL VISITOR EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT; ANY WARRANTY OF UNINTERRUPTED, ERROR-FREE, OR SECURE OPERATION; ANY WARRANTY OF ACCURACY, COMPLETENESS, OR CURRENCY OF ANY OUTPUT; ANY WARRANTY OF CONSISTENT OUTPUTS FOR THE SAME OR SIMILAR INPUTS; AND ANY WARRANTY THAT BRAND’S USE OF THE SERVICE WILL SATISFY ANY FRANCHISE DISCLOSURE, REGISTRATION, OR OTHER REGULATORY REQUIREMENT. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES; IN SUCH JURISDICTIONS, THESE EXCLUSIONS APPLY TO THE MAXIMUM EXTENT PERMITTED BY LAW.
7. Limitation of Liability.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL VISUAL VISITOR OR ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, OR SERVICE PROVIDERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES OF ANY KIND, INCLUDING LOST PROFITS, LOST REVENUE, LOST DATA, LOST BUSINESS OR FRANCHISE OPPORTUNITY, OR FINANCIAL LOSSES ARISING FROM ANY FRANCHISE, TERRITORY, REAL-ESTATE, OR BUSINESS DECISION, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE SERVICE. IN NO EVENT SHALL VISUAL VISITOR’S AGGREGATE LIABILITY EXCEED THE GREATER OF (I) THE AMOUNTS PAID BY BRAND TO VISUAL VISITOR FOR THE SERVICE IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (II) ONE HUNDRED DOLLARS ($100.00). SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES; IN SUCH JURISDICTIONS, THESE LIMITATIONS APPLY TO THE MAXIMUM EXTENT PERMITTED BY LAW.
8. Indemnification.
To the maximum extent permitted by applicable law, Brand shall defend, indemnify, and hold harmless Visual Visitor and its affiliates, officers, directors, employees, agents, licensors, and service providers from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to:
(a) Brand’s or any Authorized User’s access to or use of the Service;
(b) any Brand Input or User Input, including any inaccuracy, error, or omission therein;
(c) Brand’s failure to comply with applicable franchise registration or disclosure laws or any other law in connection with the Service;
(d) the conduct of any Authorized User, including any Authorized Broker;
(e) any claim by a candidate, broker, or third party arising from reliance on a Service output as a territorial commitment, reservation, or registered offer;
(f) reliance on or use of any AI-Generated Content, including any franchise, territory, real-estate, or business decision made in reliance thereon; and
(g) violation of any third party’s rights, including intellectual property, privacy, or publicity rights.
9. Intellectual Property.
The Service, including its software, features, databases, models, prompts, AI Technologies, and all content created or owned by Visual Visitor (“Visual Visitor IP”), is and remains the exclusive property of Visual Visitor and its licensors. Brand is granted no ownership rights in the Service or Visual Visitor IP. Subject to compliance with this Agreement, Visual Visitor grants Brand a limited, non-exclusive, non-transferable, revocable license to access and use the Service solely for Brand’s internal franchise-development purposes. Brand may not, and may not permit any Authorized User to:
(a) copy, reproduce, distribute, publish, display, or create derivative works of the Service or Visual Visitor IP except as expressly permitted;
(b) use bots, scrapers, or other automated means to access the Service;
(c) reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, model architecture, training data, or prompts of any AI Technologies, except to the extent applicable law expressly permits;
(d) use the Service or any output to train, fine-tune, or develop any competing AI or machine-learning system; or
(e) frame, mirror, white-label, or resell any portion of the Service without Visual Visitor’s prior written authorization.
10. Acceptable Use.
Brand and each Authorized User shall use the Service only for lawful purposes and in accordance with this Agreement. Without limiting the foregoing, no person may:
(a) use the Service in violation of any law, including any franchise registration or disclosure law;
(b) use the Service to circumvent any franchisor’s FDD-disclosure obligations or any state registration requirement;
(c) submit User Inputs that contain sensitive personal information, protected health information, payment card data, or other heightened-protection data;
(d) use any output as the sole basis for any consumer-facing earnings claim or financial performance representation;
(e) hold out any output as a representation, warranty, or commitment by Visual Visitor;
(f) impersonate any person or entity, or misrepresent any affiliation;
(g) introduce viruses or other harmful code, attempt unauthorized access, or place undue load on the Service; or
(h) use the Service or any output to train, fine-tune, or build any AI model or competing service.
11. Accounts and Credentials.
Access to the Service may require account creation or third-party single-sign-on (“SSO”). Brand and each Authorized User represent that all registration information is accurate; that the individual user is at least 18 years of age; and that account credentials will be kept confidential. Brand is responsible for all activity under its accounts and those of its Authorized Users. Visual Visitor may suspend or terminate any account at any time, with or without notice, for any violation of this Agreement or any other reason at its sole discretion.
12. Privacy.
Visual Visitor’s processing of information relating to Brand, its Authorized Users, and their use of the Service is governed by the Visual Visitor Privacy Policy at https://help.franchiseninja.ai/portal/en/kb/franchise-ninja/legal-agreements, which is incorporated herein by reference. The Service is not designed to receive third-party consumer personal information, and neither Brand nor any Authorized User shall submit such information through the Service. Authorized User account and usage data are processed as ordinary business-to-business account data and not as personal information requiring a separate data-processing addendum.
13. Third-Party Materials.
The Service may incorporate or reference data, content, or services from third parties (mapping data, ZIP and geographic data, public records, and similar sources). Visual Visitor does not control or endorse, and makes no representations regarding, any such third-party materials. Use is at Brand’s and its Authorized Users’ own risk and is subject to applicable third-party terms.
14. Term; Modifications; Termination.
This Agreement becomes effective when Brand first accesses or uses the Service and will continue until terminated in accordance with this Agreement.
14.1 Modifications.
Visual Visitor may modify, suspend, or discontinue the Service, or modify this Agreement, at any time at its sole discretion. Material changes to this Agreement will be reflected by updating the “Last Updated” date or by other reasonable means. Continued use of the Service following any modification constitutes acceptance of the modified Agreement.
14.2 Termination.
Visual Visitor may terminate or suspend access to the Service at any time, with or without notice, for any violation of this Agreement or for any other reason at its sole discretion.
14.3 Survival.
Sections 3, 4, 5, 6, 7, 8, 9, 12, 13, 14.3, 15, and 16 shall survive any termination or expiration of this Agreement.
15. Governing Law; Dispute Resolution.
This Agreement is governed by the laws of the State of Georgia, without regard to its conflict-of-laws provisions.
15.1 Mediation; Arbitration.
Any dispute arising out of or relating to this Agreement that cannot be resolved through informal negotiation shall, as a condition precedent to arbitration, first be submitted to non-binding mediation in Fulton County, Georgia, to be initiated within forty-five (45) days after either party’s written request to mediate. If mediation does not resolve the dispute, the dispute shall be finally resolved by binding arbitration in Fulton County, Georgia, administered by a mutually agreed arbitration provider or, absent agreement, by the American Arbitration Association under its applicable commercial arbitration rules. The costs of mediation and arbitration shall be borne by the non-prevailing party, except as otherwise required by applicable law or the rules of the applicable provider. The foregoing does not apply to any claim by Visual Visitor for injunctive or other equitable relief to protect its intellectual property rights or to enforce Section 9 or Section 10.
15.2 Class Action Waiver.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, ANY DISPUTE RESOLUTION PROCEEDING WILL BE CONDUCTED ON AN INDIVIDUAL BASIS AND NOT AS A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. YOU WAIVE ANY RIGHT TO PARTICIPATE IN ANY CLASS ACTION ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SERVICE.
16. General Provisions.
The following general provisions apply to this Agreement.
16.1 Entire Agreement.
This Agreement, together with the Privacy Policy and any other policies expressly referenced herein, constitutes the entire agreement between the parties regarding Service and supersedes all prior or contemporaneous communications. To the extent of any conflict between this Agreement and a Master Agreement that expressly addresses Service, the Master Agreement controls.
16.2 Severability; No Waiver.
If any provision is held unlawful, void, or unenforceable, that provision is severed and the remainder shall remain in effect. Visual Visitor’s failure to enforce any provision is not a waiver of its right to enforce it later.
16.3 No Agency.
Nothing in this Agreement creates any partnership, joint venture, employment, or agency relationship between the parties, or between Visual Visitor and any franchisor that is the subject of any Service output. Visual Visitor is not a franchise broker, franchise-sales representative, or franchise seller within the meaning of 16 C.F.R. § 436.1(h) or any state franchise law.
16.4 Force Majeure.
Visual Visitor is not liable for any delay or failure to perform resulting from any cause beyond its reasonable control, including acts of God, civil unrest, governmental action, pandemic, fire, flood, earthquake, power failure, telecommunications failure, or internet disruption.
16.5 Assignment.
Brand may not assign, delegate, or otherwise transfer this Agreement, in whole or in part, whether voluntarily, by operation of law, or otherwise, without Visual Visitor’s prior written consent. Any purported assignment in violation of the foregoing is void. Visual Visitor may assign this Agreement without restriction.
16.6 Notices.
Notices to Visual Visitor under this Agreement must be in writing and delivered to Visual Visitor, LLC, 7400 Baymeadows Way, Suite 230 Jacksonville, FL 32256, or by email to help at franchiseninja.ai Visual Visitor may provide notices to Brand by email to the address associated with Brand’s account or by posting notice through the Service. Notices will be deemed given when received, if delivered personally, or when sent, if delivered by email.
16.7 Children.
The Service is not directed to children. Visual Visitor does not knowingly collect personal information from children under 13. Authorized Users must be at least 18 years of age.
16.8 Contact.
Questions regarding this Agreement may be sent to Visual Visitor, LLC, at help at franchiseninja.ai
Service is an AI-assisted informational tool only. It does not provide legal, financial, real-estate, or franchise-development advice, and its outputs do not grant, reserve, or guarantee any franchise territory, exclusivity, or development right. Users should independently verify all outputs and consult qualified professional advisors before taking any action in reliance on the Service.
Effective Date: May 18, 2026 | Last Updated: May 18, 2026
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