What are the Aerus franchisee's obligations regarding the use of Confidential Information during the term of the Franchise Agreement?
Aerus Franchise · 2025 FDDAnswer from 2025 FDD Document
We have and may after execution of the Franchise Agreement furnish to you certain Confidential Information. In addition, you may develop certain information which constitutes Confidential Information. You must keep secret and retain in strictest confidence, all Confidential Information. You may only use Confidential Information in connection with the operation of the Franchised Business in accordance with the Franchise Agreement. Upon expiration or termination of the Franchise Agreement, you must promptly transmit all Confidential Information to us or dispose of it as instructed by us in writing.
"Confidential Information" means any and all information, knowledge, know-how, methods, trade secrets, techniques and materials used in or related to an Aerus Business, including the Franchised Business, or the System, which we may provide to you, including without limitation the Manuals and all of their content, the Customer Data, the Software and Administration Systems, all plans and specifications, all marketing information and strategies, all site evaluation and selection information, all selling and operating techniques and all other unique or proprietary information communicated in writing and through other means, including electronic media, as `well as all databases and customer lists and information generated by or through the Franchised Business.
At our request, you must require your manager and any personnel having access to any of our Confidential Information to sign agreements that will require them to maintain the confidentiality of information they receive in connection with their employment by you at your Franchised Business. The agreements must be in a form satisfactory to us, including specific identification of us as a third-party beneficiary of the covenants with the independent right to enforce them and that they prohibit any direct or indirect ownership in a competing business.
Source: Item 14 — Patents, Copyrights, and Proprietary Information (FDD pages 51–53)
What This Means (2025 FDD)
According to Aerus's 2025 Franchise Disclosure Document, franchisees have specific obligations regarding confidential information both during and after the term of the Franchise Agreement. Aerus may furnish franchisees with confidential information, and franchisees may also develop confidential information themselves. Franchisees must maintain the secrecy and strictest confidence of all confidential information, and they are only allowed to use it in connection with operating the franchised business according to the Franchise Agreement. Upon the expiration or termination of the Franchise Agreement, franchisees must promptly transmit all confidential information to Aerus or dispose of it as instructed by Aerus in writing. This obligation ensures that Aerus's proprietary information remains protected.
Confidential Information is defined broadly as any information, knowledge, know-how, methods, trade secrets, techniques, and materials used in or related to an Aerus Business, including the franchised business or the system. This includes, but is not limited to, the manuals and all of their content, customer data, software and administration systems, plans and specifications, marketing information and strategies, site evaluation and selection information, selling and operating techniques, and all other unique or proprietary information communicated in writing and through other means, including electronic media, as well as all databases and customer lists and information generated by or through the franchised business. This definition makes it clear that a wide array of information is considered confidential and subject to these restrictions.
Aerus also requires franchisees to ensure that their managers and personnel with access to confidential information sign agreements to maintain confidentiality. These agreements must be in a form satisfactory to Aerus, specifically identifying Aerus as a third-party beneficiary with the independent right to enforce the covenants. These agreements must also prohibit any direct or indirect ownership in a competing business. This requirement extends the obligation of confidentiality beyond the franchisee to their employees, ensuring a broader protection of Aerus's confidential information. This is a common practice in franchising to protect the franchisor's trade secrets and competitive advantage.