If a City Wide franchisee believes an exception to confidentiality applies, what is the deadline for notifying City Wide?
City_Wide Franchise · 2025 FDDAnswer from 2025 FDD Document
Exceptions (i) to (iii) above will apply only if Franchisee notifies CITY WIDE of the pertinent exception within thirty (30) days after CITY WIDE discloses to Franchisee any Confidential Information.
Source: Item 22 — CONTRACTS (FDD page 65)
What This Means (2025 FDD)
According to City Wide's 2025 Franchise Disclosure Document, a franchisee has 30 days to notify City Wide of any exceptions to confidentiality after City Wide discloses confidential information.
The franchise agreement stipulates that franchisees must maintain the absolute confidentiality of City Wide's Confidential Information both during and after the term of the agreement. This includes knowledge related to the operation of the franchised business, specifications, standards, and operating procedures. Franchisees are prohibited from using this information in any other business or manner not specifically authorized by City Wide in writing.
However, there are exceptions to this confidentiality obligation. These exceptions apply if (i) the information was previously known by the franchisee, (ii) the information was disclosed to the franchisee by a third party not under a duty of confidentiality, or (iii) the information is generally known in the pertinent trade. To claim these exceptions, the franchisee must notify City Wide within thirty (30) days after City Wide discloses the Confidential Information.
This notification requirement is crucial for franchisees. Failing to notify City Wide within the specified timeframe could result in the franchisee being held liable for breaches of confidentiality, even if one of the exceptions technically applies. This clause ensures City Wide is promptly informed of any potential challenges to its confidential information claims, allowing them to take appropriate action to protect their trade secrets and proprietary information.