What happens if I make unauthorized copies of Aw's confidential information?
Aw Franchise · 2025 FDDAnswer from 2025 FDD Document
and the title and rights to which shall be legally assigned to us immediately in writing by you, your Owners, your managers and/or employees. All of such information developed by you or your employees will be included in the term "Confidential Information," as defined above.
9.2 Non-disclosure Agreement. You agree that your relationship with us does not vest in you any interest in the Confidential Information other than the right to use it in the development and operation of Papa Ray's Pizza Restaurants under this Agreement, and that the use or duplication of the Confidential Information in any other business would constitute an unfair method of competition, a breach of this Agreement and copyright infringement. You acknowledge and agree that the Confidential Information belongs to us, is proprietary information, and may contain trade secrets belonging to us and is disclosed to you or authorized for your use solely on the condition that you agree, and you therefore do agree herein, that you: (1) will not use the Confidential Information during and after the term of this Agreement in any other business or capacity; (2) will maintain the absolute confidentiality of the Confidential Information during and after the term of this Agreement; (3) will not make unauthorized copies of any portion of the Confidential Information disclosed in written form; and (4) will adopt and implement all reasonable procedures we may prescribe from time to time to prevent unauthorized use or disclosure of the Confidential Information, including restrictions on disclosure to your employees and the use of non-disclosure and/or non-competition agreements we may prescribe for employees,
managers, or owners who receive training from us and/or who have access to the Confidential Information. Upon our request, you must provide us with copies of signed non-disclosure and/or non-competition agreements signed by any employees, managers or owners. Our right to require that such agreements be signed by your employees, to prescribe the form of agreement you use, and to receive copies of signed agreements are solely to ensure that you adequately protect the Confidential Information.
Source: Item 22 — CONTRACTS (FDD pages 39–40)
What This Means (2025 FDD)
According to Aw's 2025 Franchise Disclosure Document, making unauthorized copies of confidential information constitutes a breach of the franchise agreement and copyright infringement. Aw considers its confidential information proprietary and only allows its use in the development and operation of Papa Ray's Pizza Restaurants under the agreement.
The agreement states that franchisees must not use or duplicate confidential information in any other business. Franchisees must maintain the absolute confidentiality of the information during and after the term of the agreement. They must also implement procedures to prevent unauthorized use or disclosure, including employee restrictions and non-disclosure agreements.
Furthermore, the agreement specifies that making unauthorized use or disclosure of confidential information, or duplicating proprietary written materials, is grounds for termination of the franchise agreement. Aw may also seek legal remedies, including injunctions, to prevent further unauthorized use of its confidential information and can recover costs and expenses, including attorney's fees, associated with enforcing these covenants.