What is considered 'Proprietary Information' that Body20 may disclose?
Body20 Franchise · 2025 FDDAnswer from 2025 FDD Document
You acknowledge that prior to or during the Term, we may disclose in confidence to you, either orally or in writing, certain trade secrets, know-how, and other confidential information relating to the System, our business, the businesses of our franchisees, our vendor relationships, our Sessions, or the construction, management, operation, or promotion of the Studio (collectively, "Proprietary Information"), including (i) site selection criteria and methodologies; (ii) methods, formats, systems, System Standards, sales and marketing techniques, knowledge and experience used in developing and operating Studios, including information in the Manuals; (iii) marketing research and promotional, marketing, advertising, public relations, customer relationship management and other brand-related materials and programs for Studios; (iv) knowledge of specifications for and suppliers of, and methods of ordering, certain items that Studios use and/or sell; (v) knowledge of the operating results and financial performance of other Studios; (vi) customer communication and retention programs, along with data used or generated in connection with those programs; and (vii) any other information we reasonably designate from time to time as confidential or proprietary. "Proprietary Information" does not include (a) information that is part of the public domain or becomes part of the public domain through no fault of you, (b) information disclosed to you by a third party having legitimate and unrestricted possession of such information, or (c) information that you can demonstrate by clear and convincing evidence was within your legitimate and unrestricted possession when the parties began discussing the sale of the franchise.
Source: Item 14 — PATENTS, COPYRIGHTS, AND PROPRIETARY INFORMATION (FDD pages 54–55)
What This Means (2025 FDD)
According to Body20's 2025 Franchise Disclosure Document, Proprietary Information includes trade secrets, know-how, and confidential information related to the Body20 system. This information can be disclosed either orally or in writing. It pertains to Body20's business, the businesses of its franchisees, vendor relationships, sessions, and the construction, management, operation, or promotion of the studio.
Specifically, Proprietary Information encompasses site selection criteria and methodologies, operational methods, formats, systems, System Standards, sales and marketing techniques, and knowledge and experience used in developing and operating Body20 studios. It also includes marketing research, promotional materials, advertising, public relations, customer relationship management, and other brand-related programs. Furthermore, it extends to knowledge of specifications for and suppliers of items used or sold by the studios, methods of ordering these items, operating results, and the financial performance of other Body20 studios. Customer communication and retention programs, along with data used or generated in connection with these programs, are also considered Proprietary Information. Finally, any other information that Body20 reasonably designates as confidential or proprietary falls under this definition.
This definition excludes information that is already in the public domain, information disclosed by a third party with legitimate possession, or information the franchisee can prove they possessed before discussing the franchise sale. Franchisees are prohibited from using or disclosing any Proprietary Information, including the manuals, to anyone except their professional advisors and employees to the extent necessary for operating the studio. Unauthorized use of this information in another business would be considered unfair competition, and the franchisee is liable for any unauthorized disclosure by their employees or others to whom they disclose the information.