factual

What is the employee's agreement regarding not competing with the Company or the Franchisor or any of its affiliates or franchisees using Confidential Information related to Azal Coffee?

Azal_Coffee Franchise · 2024 FDD

Answer from 2024 FDD Document

ompany"). The Company operates or is developing an Azal Coffee | | | | franchise under a | | | | Franchise Agreement between the Company and Durar Investment, LLC (the "Franchisor") or of | | | | one of its affiliates or franchisees. | | |

As an employee or trainee of the Company, I acknowledge that in the course of my employment by the Company and my training in the Azal Coffee franchise systems of operation, I will have access to certain Confidential Information, as defined below, about the Company and the Franchisor's methods of establishing, developing, operating and maintaining Azal Coffee Stores that is confidential and not available to the public in general. I understand that the Company and the Franchisor have spent a great deal of time and money developing this Confidential Information and I acknowledge that the Company and the Franchisor's reasonable competitive business interests would be severely and irreparably damaged if the Confidential Information that has been (or may be) revealed to me were to be disclosed to any third person, become available to the public in general, or used by me to compete with the Company or the Franchisor or any of its affiliates or franchisees. I, therefore, agree that the Company and Franchisor have a need to protect the Company's and the Franchisor's valuable Confidential Information and I agree that in consideration of these factors, and in consideration of my employment or continuing employment with the Company and/or by training in the Azal Coffee systems of operation, I promise and agree to be bound by the terms of this Agreement as follows:

  1. I agree not to directly or indirectly disclose to any individual, company, partnership, business, corporation or any other entity ("person") or to use myself, any Confidential Information which I learn during my training and/or employment with the Company, except as necessary in the course of my employment with the Company. I agree that these restrictions will apply while I am in training or am employed by the Company and indefinitely after my training is completed or ends or my employment terminates or ends for any reason.

I agree to, at all times, keep the Confidential Information strictly confidential and to maintain the secrecy of the Confidential Information. In particular, I will, at all times, keep all tangible forms of the Confidential Information that I have been entrusted with in a secure work area and safely locked away when not in use and will ensure that these items do not fall into the hands of unauthorized persons.

I also agree that if my training ceases without my being employed by the Company or my employment with the Company terminates or ends for any reason, I will immediately return to the Company or the Franchisor, all memoranda, notes, and other written, digital, electronic, or printed information that is in my possession or under my control, which contains Confidential Information, including information, which although not confidential, belongs to the Company or the Franchisor or relates to its business or systems of the Company or the Franchisor. This obligation will apply regardless of whether the information was prepared by me, the Company, the Franchisor, or a third party.

The term "Confidential Information" includes, but is not limited to: (i) "proprietary information," which includes, but is not limited to, knowledge and experience relating to Azal Coffee Stores; advertising, marketing techniques and strategies, and advertising programs used in developing and operating Azal Coffee Stores; computer software and similar technology and systems that have been or may be developed by or for the Company or the Franchisor, which is

proprietary to the Company or the Franchisor, including digital passwords and identifications and any source code of, and data, reports, and other printed materials generated by, the software or similar technology; the contents of the Brand Standards Manual; financial information, including but not limited to knowledge of the operating results and financial performance of Azal Coffee Stores; new ventures, pending projects and proposals, and product development information; other aspects of the Azal Coffee systems now or later revealed to you and all changes and enhancements in the Azal Coffee systems, even if developed by you; and other property that the Company or the Franchisor describes as being Confidential Information or that is confidential, unique and/or not generally known or available to the public, including but not limited to, information regarding the Company's or the Franchisor's methods, equipment, and materials relating to the development, marketing, and operation of the Company's business of a Azal Coffee Store; (ii) "trade secret" information which includes any knowledge, ideas, concepts, recipes, techniques, computer programs, systems manuals, installation guides, reports, technical manuals, operation manuals, and training programs relating to the establishment, development, operation and maintenance of the Company's business, Franchisor's business, or an Azal Coffee Store; (iii) "customer information" which includes information about current and prospective customers of the Company or the Franchisor, including any list that contains the names, addresses and telephone numbers, and other contact information of the Company's or Franchisor's current or prospective customers, and specific information about these customers or prospective customers such as number of employees, general needs, order history, contact information, and customer contacts or referral sources; and (iv) "supplier information" which includes product source information and information about current and prospective carriers, suppliers, vendors, agencies, or providers of the Company or the Franchisor, including the names, addresses and telephone numbers of any such suppliers and the terms of any contracts or arrangements between the Company or the Franchisor and such suppliers.

Source: Item 23 — RECEIPTS (FDD pages 51–204)

What This Means (2024 FDD)

According to Azal Coffee's 2024 Franchise Disclosure Document, as an employee or trainee, individuals acknowledge that they will have access to confidential information regarding the methods of establishing, developing, operating, and maintaining Azal Coffee stores. This information is not available to the public, and its unauthorized disclosure or use could severely damage Azal Coffee's competitive business interests. Therefore, employees agree not to disclose or personally use any confidential information learned during their training or employment, except when necessary for their job duties. This restriction applies both during and indefinitely after their training or employment ends, regardless of the reason for termination.

The agreement also specifies that employees must always keep confidential information strictly confidential and secure, safeguarding tangible forms of the information in a secure work area and locked away when not in use to prevent unauthorized access. If training ceases without employment or if employment ends, the employee must immediately return all memoranda, notes, and other written, digital, electronic, or printed information containing confidential information to Azal Coffee or the Franchisor. This obligation applies regardless of who prepared the information.

The definition of "Confidential Information" is broad, including proprietary information, trade secrets, and customer information. Proprietary information covers knowledge and experience related to Azal Coffee stores, advertising and marketing techniques, computer software, financial information, new ventures, and product development information. Trade secret information includes knowledge, ideas, concepts, recipes, techniques, computer programs, systems manuals, and training programs. Customer information is also considered confidential.

Furthermore, for a period of three years after training or employment ends, the employee is prohibited from engaging in any business that competes with Azal Coffee or the Franchisor within 25 miles of any Azal Coffee store. This includes acting as a principal, agent, stockholder, partner, director, member, manager, officer, independent contractor, employee, or advisor to a competing business. They are also barred from having a financial interest in or assisting any person engaged in a competing business within that 25-mile radius. The employee also agrees not to make disparaging statements about Azal Coffee or its services.

Disclaimer: This information is extracted from the 2024 Franchise Disclosure Document and is provided for research purposes only. It does not constitute legal or financial advice. Consult with a franchise attorney before making any investment decisions.