Under what circumstances can a Byrider Franchisee divulge Confidential Information to a governmental authority?
Byrider Franchise · 2025 FDDAnswer from 2025 FDD Document
The Franchisee may also divulge such Confidential Information to a governmental authority in the event Franchisee becomes legally compelled or is required by regulatory authorities having appropriate jurisdiction to disclose such Confidential Information, provided that the Franchisee will promptly provide the Company with written notice so that the Company may seek, at its expense, a protective order or other appropriate remedy and/or waive compliance with the provisions of this Agreement.
Source: Item 23 — Receipts (FDD pages 88–335)
What This Means (2025 FDD)
According to Byrider's 2025 Franchise Disclosure Document, a franchisee may disclose confidential information to a governmental authority under specific conditions. This is permissible if the franchisee is legally compelled to do so or is required by regulatory authorities with appropriate jurisdiction. However, the franchisee must promptly provide Byrider with written notice of the impending disclosure. This notification allows Byrider to seek a protective order or another suitable remedy at its own expense. Byrider also has the option to waive the franchisee's compliance with the confidentiality provisions outlined in the franchise agreement.
This disclosure process ensures that Byrider is aware of any potential breaches of confidentiality and has the opportunity to protect its proprietary information. By seeking a protective order, Byrider can attempt to limit the scope of the disclosure or ensure that the information is kept confidential even within the governmental authority. The written notice requirement places the onus on the franchisee to inform Byrider promptly, allowing the franchisor to take timely action.
For a prospective Byrider franchisee, this clause highlights the importance of understanding the scope of confidential information and the procedures to follow if disclosure is legally required. It is crucial to maintain open communication with Byrider and to adhere to the notification requirements to avoid potential breaches of the franchise agreement. Franchisees should also be aware that they may need to cooperate with Byrider in seeking protective orders or other remedies to safeguard confidential information.
This type of clause is relatively standard in franchise agreements, as it balances the franchisee's need to comply with legal obligations with the franchisor's need to protect its trade secrets and proprietary information. Franchisees in any system should carefully review the confidentiality provisions in their franchise agreements and understand their obligations in the event of a required disclosure.