What does Aw require me to do to protect the confidentiality of the Confidential Information?
Aw Franchise · 2025 FDDAnswer from 2025 FDD Document
ich 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, franchisees must recognize Aw's proprietary rights to Confidential Information and limit its use to operating an Aw franchise. Franchisees must maintain absolute confidentiality during and after the franchise term, and avoid making unauthorized copies of confidential materials in written form.
To protect Confidential Information, Aw requires franchisees to implement reasonable procedures to prevent unauthorized use or disclosure. These procedures may include restricting access to Confidential Information to employees and using non-disclosure and/or non-competition agreements for employees, managers, or owners who receive training or have access to Confidential Information. Aw retains the right to prescribe the form of these agreements and requires copies of signed agreements to ensure adequate protection of Confidential Information.
The confidentiality obligations do not apply to information generally known and used in the food and restaurant industry, unless the information became available due to the franchisee's disclosure. Disclosure of Confidential Information is also permitted in legal proceedings if legally required, provided that Aw is given the opportunity to obtain a protective order or assurance of confidential treatment.