How are Belocal's Copyrighted Materials treated?

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We do not own any patents and do not have any pending patent applications that are material to the Franchised Business. We and/or our affiliate do claim copyright protection and proprietary rights in the original materials used in the System, including our Franchise Brand Standards Manual, the design elements of the Marks, bulletins, correspondence and communications with our franchisees, training, advertising and promotional materials, the content and design of any Online Presence, the content and design of all of our affiliate's publications (including but not limited to BELOCAL publications), other written materials relating to the operation of the Franchised Business and the System, and any other works of authorship owned by us or our affiliate fixed in a tangible medium of expression ("Copyrighted Materials"). We may change the Copyrighted Materials at any time. If we do, you must use the then-current Copyrighted Materials, and you must discontinue, as we require, the use of Copyrighted Materials.

There is no presently effective determination of the U.S. Copyright Office (Library of Congress) or any court affecting our copyrights. There is no currently effective agreement that limits our right to use and/or license our copyrights. We are not obligated by the Franchise Agreement, or otherwise, to protect any rights you have to use the Copyrighted Materials or to defend or indemnify you for claims relating to the Copyrighted Materials. We have no actual knowledge of any infringements that could materially affect the ownership, use, or licensing of any of our copyrights.

You must immediately notify us of any infringement of the Copyrighted Materials or of any challenge to your use of any of the Copyrighted Materials or claim by any person of any rights in any of the Copyrighted Materials. You and your Principals must agree not to communicate with any person other than us, any designated affiliate, and our or their counsel about any infringement, challenge, or claim of this type. We or our affiliates have sole discretion (but not the obligation) to take any action we deem appropriate and the right to exclusively control any litigation, or U.S. Copyright Office (or other) proceeding, arising out of any alleged infringement, challenge, or claim concerning any of the Copyrighted Materials. You must execute all instruments and documents and give us any assistance that, in our counsel's opinion, may be necessary or advisable to protect and maintain our interests or those of our affiliates in any litigation or proceeding of this type or to otherwise protect and maintain our or their interests in the Copyrighted Materials. We and our affiliates may, in our sole discretion, modify or discontinue use of the Copyrighted Materials or other confidential information and/or use other information and/or rights in their place. If we decide to modify or discontinue use of any of the Copyrighted Materials or other confidential information for any reason, you must do the same, at your expense.

We treat all Copyrighted Materials as trade secrets, and you must treat all Copyrighted Materials we communicate to you confidentially. Other confidential information includes, without limitation, research, plans, products, services, customer lists, supplier information, advertisers, business plans, marketing data and materials, software, electronic code, forms, processes, methods of operation, strategic information, financial information, manuals, and other business information. You and your Principals must agree not to distribute or use our confidential information for the benefit of anyone else during and after the term of the Franchise Agreement. You and your Principals must also agree to immediately cease using any of our confidential information upon termination, expiration, or transfer of the Franchise Agreement.

Source: Item 14 — PATENTS, COPYRIGHTS, AND PROPRIETARY INFORMATION (FDD pages 46–47)