Decisions

Item 11 input for counsel

Item 11, Item 7, and Items 5–6 inputs for FDD counsel.

FDD Item 11 — Drafting Input from the Rebuilt Franchisee Training Program

Prepared by: Will Frank Date: 2026-05-19 For: HiON outside counsel + Jim Frank (CC) Purpose: Factual input for drafting Item 11 (and adjacent Item 7 / Item 5–6 lines) of the in-draft FDD, based on the rebuilt Franchisee Training Program. Replaces the corresponding inputs that informed the prior Item 11 draft language (“up to 1.5 business days, minimum 12 hours classroom”).

This document gives you the data; it does not draft the Item 11 prose itself. Decision context for why the program runs to its current length is in Item-11-Decision-Memo.md (same folder); Jim has approved the Option 2 path (disclose the full program rather than compress to 12 classroom hours).

1. Program at a glance


Modules	15, organized into 5 phases (Foundations, Site Acquisition & Contracting, Build/Commission/Launch, Operate, Lifecycle)
Classroom training	2,280 minutes = 38 hours
Pre-work (Partner Portal, self-paced)	825 minutes = 13.75 hours
On-the-Job Training (at a HiON EV Facility)	510 minutes = 8.5 hours
Total training time	~60.25 hours, delivered over approximately 4 consecutive business days plus pre-work and OJT scheduled before/after the in-person block
Delivery format	Blended: in-person classroom + self-paced Partner Portal pre-work + on-site OJT at a HiON EV Facility
Mandatory attendees	Each active owner of the Franchisee entity, the Designated Business Manager, and any HiON-designated individual. Up to two attendees per franchise without a Training Fee; $1,000 per additional attendee.
Required completion	Successful completion of all 15 modules + competency assessments before the HiON EV Franchise opens to the public (per Operations Manual §8.3).
Frequency	Offered on an as-needed basis as set by the Franchisor; scheduling is through the Partner Portal.

2. Item 11 subject-by-subject training table

Standard Item 11 format. Hours shown are scheduled training time (includes built-in breaks within classroom sessions).

#	Subject	Classroom (min)	OJT (min)	Other / Pre-work (min)	Location
1	The HiON System and the Role Split	90	—	30	Classroom: HiON training location (Kansas City, KS) or virtual at Franchisor’s discretion. Pre-work: Partner Portal.
2	Governance, Manual, Support, and Escalation	165	—	60	Same.
3	Brand Promise and Brand Execution	150	30	45	Classroom + Pre-work as above. OJT: a HiON EV Facility designated by Franchisor.
4	Site Acquisition and Feasibility	180	240	60	Same.
5	Lease, Site Host Relationship, and Lease Addendum	165	—	75	Classroom: HiON training location or virtual. Pre-work: Partner Portal.
6	Design, Permitting, and Utility Coordination	150	—	60	Same.
7	Construction Management and Commissioning	165	—	60	Same.
8	Launch and Local Marketing	150	—	60	Same.
9	Staffing, the DBM Role, Personnel, and Contractor Conduct	135	—	45	Same.
10	Site-Area Maintenance, Monitoring, and Fault Escalation	165	240	60	Classroom + Pre-work as above. OJT: a HiON EV Facility.
11	Customer Experience, Payments, and Driver Support	150	—	45	Classroom + Pre-work as above.
12	Vendors, Technology, and Network Boundaries	135	—	45	Same.
13	Finance, the Sinking Fund, and Reporting	150	—	60	Same.
14	Compliance, Safety, Insurance, and Risk	165	—	60	Same.
15	Lifecycle Events — Refresh, Expansion, Transfer, Renewal, Closure	165	—	60	Same.
	TOTAL	2,280	510	825
	TOTAL (hours)	38	8.5	13.75

3. Required attendees and successful-completion criteria

Source: Operations Manual §8.3 + the rebuild module-by-module assessment design.

Mandatory attendees:

Each active owner of the Franchisee entity (each individual with active involvement in management).
The Designated Business Manager (DBM).
Any individual HiON designates.

Without a Training Fee: up to two attendees per franchise. With a $1,000 Training Fee per additional person: any additional attendee beyond the first two.

Successful completion requires:

Attendance at all 15 classroom modules.
Completion of all Partner Portal pre-work modules prior to the corresponding classroom session.
Completion of both OJT segments (Site Acquisition feasibility walk + Site-Area Maintenance inspection walk) at the HiON EV Facility designated by Franchisor.
Passing the per-module knowledge check + the Phase-D-spanning practical scenario assessment (assessment format to be finalized; flag below).

Failure to complete is grounds for HiON to withhold opening approval per Manual §8.3.

4. Location, format, and scheduling

Primary classroom location: HiON Franchise Group, LLC training location, Kansas City, Kansas. Alternate classroom formats (at Franchisor’s discretion, per Manual §8.3): virtual delivery, or in-person at the Franchisee’s HiON EV Facility. Pre-work platform: Partner Portal (HiON’s online instructional materials platform). OJT location: a HiON EV Facility designated by Franchisor (may be another Franchisee’s site, an HiON-owned site, or the trainee’s own building site if commissioned).

Schedule: approximately four consecutive business days for the classroom block, with pre-work completed in advance and OJT scheduled in coordination with the designated HiON EV Facility’s operations.

5. Instructional materials

HiON Operations Manual (current version at time of training).
Partner Portal pre-work modules (HiON-published, version-controlled on the Portal).
Module-specific case studies, scenario drills, and reference documents (HiON-published).
The Franchisee’s own executed Franchise Agreement, Master Services Agreement, and (when applicable) Lease, used as live working documents in modules 5, 14, and 15.

6. Adjacent Item implications

Item 7 (Estimated Initial Investment) — Training, travel, and lodging line. The prior Item 7 draft sized this against a 1.5-day program. The Option 2 program is approximately 4 consecutive business days in Kansas City for the classroom block, plus OJT scheduling. The Item 7 range for “Training and pre-opening labor” should be increased accordingly — counsel to size against current Kansas City lodging and per diem rates × 4 nights × up to 2 attendees, plus airfare from a representative range of US metros.

Item 5 / Item 6 — Training Fee. No change from prior draft: $1,000 per additional attendee beyond the first two.

Item 8 — Specifications and Approved Suppliers. The Partner Portal is referenced as the source of pre-work content; Item 8 should reflect that the Partner Portal is a HiON-provided instructional and operational platform.

Item 1 (The Franchisor). References to the Franchisee Training Program in Item 1 should be aligned with the new duration/format if any exist in the current draft.

7. Terminology update for counsel

The rebuild uses the canonical terminology adopted in the Operations Manual v1.0 Working Draft and the Voice Playbook v1.0. The prior Item 11 draft (NotebookLM-generated) used older terms in places. Please use the following consistently throughout Item 11:

HiON EV Franchise — the franchise entity. (Not “HiON Supercharger Franchise.”)
HiON EV Facility — the site. (Not “HiON Supercharger Facility.”)
EV Charging Equipment — the hardware. (Not “HiON Supercharger Equipment.”)
Tesla Supercharger network / Tesla-manufactured Supercharger equipment / Tesla mobile application — preserve verbatim. These name actual Tesla products and trademarks; do not rename or abbreviate.

8. Information counsel still needs from us before finalizing Item 11

These items are NOT in this document and need to be supplied separately:

Training staff disclosure (the standard Item 11 “Training Staff” table). Item 11 requires the franchisor to disclose, for each individual who will lead or supervise the training program: name, position, time in position, and years of experience in the subject matter taught. The rebuild does not name instructors. Will Frank to compile this with Joe Lewis (COO), Joe Frank (Operations), Tony Cuomo (Customer Experience), and any external SMEs HiON plans to bring in. Target: 1 week.
Assessment format final sign-off. The rebuild proposes per-module knowledge check + a Phase-D-spanning practical scenario assessment. Final format and pass-criteria language for Item 11 disclosure pending Will + Jim sign-off. Will resolve before counsel finalizes Item 11.
Continuing Training program (Manual §8.4). Item 11 typically discloses continuing/refresher training programs separately from initial training. The Manual references continuing training but the curriculum has not been drafted. Out of scope for this Item 11 input; flagged for follow-up.
OJT supervisor designation. The trainee’s OJT is conducted at a HiON EV Facility. Who supervises (HiON staff, the host Franchisee’s DBM, or both) needs to be specified for Item 11. Will resolve with Joe Frank.

Source documents available for reference

Operations Manual v1.0 Working Draft — HiON_Operations_Manual.docx.md (parent directory). Section 8.3 governs the Franchisee Training Program directly.
Item 11 Decision Memo — Item-11-Decision-Memo.md (same folder). Rationale for Option 2 over compression or envelope-fitting.
Rebuilt module drafts — Curriculum-Rebuild/modules/M01 through M15. Each module’s frontmatter contains canonical duration_classroom_minutes, duration_prework_minutes, and duration_ojt_minutes fields.
Source-Gaps-Log — Curriculum-Rebuild/reference/Source-Gaps-Log.md. ~70 [CONFIRM] tags awaiting FA/MSA/FDD/Partner Portal resolution; some may surface additional Item 11 / Item 7 inputs once resolved.