According to City Wide, what constitutes a 'Trade Secret'?
City_Wide Franchise · 2025 FDDAnswer from 2025 FDD Document
Your entire knowledge of the operation of the Franchised Business is derived from information disclosed to you by CITY WIDE and certain information is proprietary, confidential, and a trade secret of CITY WIDE. "Trade Secret" includes the Business Records and the whole or any portion of know-how, knowledge, methods, specifications, processes, procedures, and/or improvements regarding the Franchised Business that is valuable and secret in the sense that it is not generally known to competitors of CITY WIDE. You shall maintain the absolute confidentiality of all trade secret information during and after the term of the franchise and will not use any information in any other business or in any manner not specifically authorized or approved in writing by CITY WIDE. However, your obligation to maintain proprietary information confidential should not include the following exceptions: (i) information as previously known by you before disclosure by CITY WIDE if you identify any information as previously known; (ii) information disclosed to you by a third party, unless the third party is under a duty not to disclose or use the information, or unless the third party is not in rightful possession of any information; or (iii) information generally known in the pertinent trade. Information shall be deemed generally known only if you can establish that the full particulars of the proprietary information in the combination disclosed to you are well known or generally used within the trade or industry.
Source: Item 14 — PATENTS, COPYRIGHTS, AND PROPRIETARY INFORMATION (FDD pages 42–43)
What This Means (2025 FDD)
According to City Wide's 2025 Franchise Disclosure Document, a 'Trade Secret' encompasses valuable and secret know-how, knowledge, methods, specifications, processes, procedures, and improvements related to the franchised business that are not generally known to City Wide's competitors. This definition highlights the importance of maintaining the confidentiality of the City Wide system. Franchisees gain access to this proprietary information, which is critical to operating a successful City Wide franchise.
The FDD emphasizes that franchisees must maintain absolute confidentiality of all trade secret information both during and after the franchise term. Franchisees are prohibited from using this information in any other business or manner not specifically authorized by City Wide in writing. This restriction is in place to protect City Wide's competitive advantage and the integrity of its system. However, there are exceptions to this obligation, including information already known to the franchisee, information disclosed by a third party not under a duty of confidentiality, or information generally known in the relevant trade.
Prospective franchisees should understand the scope of these trade secrets and the implications of maintaining their confidentiality. City Wide can seek immediate equitable remedies, including restraining orders and injunctive relief, to protect its proprietary information. Franchisees are also required to ensure their employees sign confidentiality agreements. While City Wide designates certain information as confidential, it makes no warranty regarding the validity or enforceability of any trade secret, placing the onus on the franchisee to protect this information.