What are the exceptions to the confidentiality requirements for a Byrider Franchisee?
Byrider Franchise · 2025 FDDAnswer from 2025 FDD Document
Any and all information, knowledge, and know-how including, without limitation, materials, technology systems, techniques, and other data, which the Company designates as confidential shall be deemed confidential for purposes of this Agreement, except information which the Franchisee can demonstrate came to its attention prior to the disclosure thereof by the Company or which, at the time of disclosure by the Company to the Franchisee, had become a part of the public domain through publication or communication by others without Franchisee's fault or involvement; or which after disclosure to the Franchisee by the Company, becomes a part of the public domain through publication or communication by others without Franchisee's fault or involvement.
- C.
Due to the special and unique nature of the proprietary and Confidential Information, the Marks, and the Manual, the Franchisee hereby agrees that the Company shall be entitled to immediate equitable remedies including, but not limited to, restraining orders and injunctive relief in order to safeguard any proprietary, confidential, unique and special information of the Company and that money damages alone would be an insufficient remedy with which to compensate the Company for any breach of the terms of Article XVIII and Sections 6.3 and 7.16 hereof.
Source: Item 23 — Receipts (FDD pages 88–335)
What This Means (2025 FDD)
According to the 2025 Byrider Franchise Disclosure Document, a franchisee is generally bound to strict confidentiality regarding Byrider's proprietary information, both during and after the franchise term. However, there are specific exceptions to this rule.
The confidentiality obligation does not apply to information that the franchisee can prove was already known to them before Byrider disclosed it. It also doesn't apply to information that, at the time Byrider shared it, was already public knowledge through no fault of the franchisee. Similarly, if information becomes public after Byrider discloses it, again through no fault of the franchisee, the confidentiality requirement no longer applies.
In practical terms, this means a Byrider franchisee is responsible for protecting any information Byrider designates as confidential unless they can clearly demonstrate it was already in the public domain or known to them beforehand. Franchisees should maintain records that can prove prior knowledge or the public availability of information to rely on these exceptions. This also means that Byrider can pursue legal remedies, including immediate restraining orders and injunctions, to protect its confidential information if a franchisee breaches the confidentiality agreement, as monetary damages alone may not be sufficient to compensate Byrider for such a breach.