ITEM 1
THE FRANCHISOR, AND
ANY PARENTS, PREDECESSORS AND AFFILIATES
The Franchisor
To simplify the language in
this Disclosure Document, "we", "our", "us" and "CT USA" refers to Computer
Troubleshooters USA, Inc., the franchisor. The terms "you" and
"franchisee" refer to the person or legal entity and its owners who
will own and operate the franchise.
CT USA is a Georgia corporation
that was incorporated on May 3, 1999. CT USA and its franchisees currently do business as
"Computer Troubleshooters" (also referred to as the "CT USA Brand Name"). Our
principal business address is 755 Commerce Drive, Suite 605, Decatur, Georgia 30030 and our telephone number is 877-704-1702. We have been offering franchises
since May, 1999. We have not offered franchises in any other lines business.
CT USA does not have a
predecessor. CT USA does not have any other business activities.
Effective January 31, 2008, CT USA became a wholly owned
subsidiary of Computer Troubleshooters Global, LLC, a Delaware limited
liability company ("CT Global"), whose membership interests are owned
by Merrymeeting, Inc., a Delaware corporation, and Mr. Charles "Chip"
Reaves, an individual. Effective on this same date, CT Global also acquired
substantially all of the assets of Computer Troubleshooters PTY., LTD. ("CT Australia") a former
affiliate of CT USA, including the master franchise agreements for
all states in Australia, and for 20 other countries including the United Kingdom, Canada, Mexico, Ireland, the Netherlands, Spain, New Zealand, and South Africa
We have the sole and exclusive
rights to use in the United States the trademark, logo, documentation, business
systems, marketing methods and operational procedures that were created and
developed by CT Australia. They are an integral element of the
franchise package that we offer to you.
CT USA''s agents for service of process are disclosed in
Exhibit C.
Effective December, 2006,
Marathon Management, LLC, a Delaware limited liability company ("Marathon") began providing management services to CT USA. Pursuant to a written
Management Agreement, CT USA reimburses Marathon for all of the expenses
incurred by Marathon in connection with these management services. Marathon is an affiliate of Merrymeeting, Inc.
The Franchise
We offer
franchises granting you Regional Director Rights to help market for and help
locate and support CT USA ("Franchisees") in your RD Development Area,
as the term is defined in ITEM 12 of this Disclosure Document ("RD Business"). As a Regional Director
("RD"), you will be responsible (1) for soliciting prospective
Franchisees located in the development area and (2) rendering sales and
marketing support and other services to franchisees located within the
development area. This is not a sub-franchise and you do not sell or negotiate
the sale of franchises, because that is our responsibility. We enter into all
franchise agreements, and you are not a party to any franchise agreements. We
also are responsible for compliance with franchise registration requirements
and preparation of the disclosure document.
We have been offering RD
Franchises since 2000. We have not offered franchises in any other line of
business. However, as described in more detail below, we do offer franchises to
operate one or more Computer Troubleshooter franchises to qualified persons and
businesses by way of a separate disclosure document ("Unit Disclosure
Document").
The Business
CT USA franchises Regional
Director Rights, as well as the operation of a computer consulting business,
known under the CT USA Brand Names, which provides services to small business
and home offices. CT USA also provides training and support to the franchisees.
Other than when we take over
operations from our franchisees on an interim basis, we do not operate any
businesses of the type being offered to you. CT USA currently does not offer
any form of sub-franchises and has not offered franchises in any other line of
business.
The franchise is operated
under a business format per a unique system, including our valuable know-how,
trade secrets, methods, Operations Manual, standards, methods of trademark
usage, copyrights, proprietary licensed software, confidential electronic and
other communications, methods of Internet usage and marketing programs
connected with the operation and promotion of CT USA franchises ("System"). We reserve the right to change
or otherwise modify the System at any time in our sole discretion.
Franchisees must operate their
CT USA franchises per our standard business operating practices and sign our
standard franchise agreement ("Franchise Agreement"). We designate specific
geographic territories in which franchisees are required to establish an office
and operate the franchise.
Franchisees in your RD
Development Area will compete against other companies and individuals that
provide computer consulting services, including independent local companies.
You and the Franchisees in
your RD Development Area will also face normal business risks that could have
an adverse affect on your RD Franchise and their Computer Troubleshooters
franchises. These include industry developments, such as pricing policies of competitors,
and supply and demand.
Regulations
You must comply with state and
federal franchise sales and disclosure laws. You must also comply with all
general laws which apply to your duties to help locate prospective Franchisees
and provide on-going support services to Franchisees in your RD Development
Area. You must also comply with all local, state, and federal laws of a general
nature which affect the operation of your business.
