What rights, if any, does a City Wide prospect assign to City Wide regarding Proprietary Information?
City_Wide Franchise · 2025 FDDAnswer from 2025 FDD Document
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- Proprietary Information/Confidential Treatment. During business dealings between the parties, certain confidential information of CITY WIDE will be disclosed to Prospect. Prospect or any of its employees, will not for any reason or purpose whatsoever, use for its personal benefit, or disclose, communicate or divulge to, or use for the direct or indirect benefit of any person, firm, association or corporation other than Prospect, any knowledge of confidential information which is proprietary to CITY WIDE ("Proprietary Information"). All Proprietary Information is and will remain the sole property of CITY WIDE and its assigns, and Prospect hereby assigns to CITY WIDE any rights it has or may acquire in such Proprietary Information. Prospect will have access to and become acquainted with various trade secrets and trade sources, consisting of patterns, operational systems and compilations of information, records, and specifications which are owned by CITY WIDE, and which are regularly used in the operation of a Franchised Business. Prospect will not disclose any of the previously mentioned trade secrets, directly or indirectly, or use them in any way, at any time, except as required business dealings between CITY WIDE and Prospect.
Source: Item 22 — CONTRACTS (FDD page 65)
What This Means (2025 FDD)
According to City Wide's 2025 Franchise Disclosure Document, a prospective franchisee assigns all rights they have or may acquire in City Wide's Proprietary Information to City Wide. This means that any knowledge or information considered proprietary to City Wide, such as trade secrets, operational systems, and compilations of information, remains the sole property of City Wide.
This assignment ensures that the prospect cannot use City Wide's Proprietary Information for their personal benefit or disclose it to others. The prospect gains access to this information solely for the purpose of evaluating the franchise opportunity and operating a City Wide franchise, should they be awarded one. This is a standard practice in franchising, as the franchisor needs to protect its confidential business methods and trade secrets.
The agreement also specifies that any breach of these provisions would cause irreparable harm to City Wide, entitling them to seek an injunction to prevent the prospect from disclosing or using the Proprietary Information. This highlights the importance City Wide places on protecting its confidential information and the legal recourse available to them if a prospect violates the agreement. The franchisor can also pursue other remedies, including monetary damages, for any such breach or threatened breach.