What rights does a City Wide prospect assign to City Wide regarding Proprietary Information?
City_Wide Franchise · 2025 FDDAnswer from 2025 FDD Document
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. The prospect cannot use this information for personal benefit or disclose it to others.
This assignment ensures that City Wide maintains control over its confidential business practices and trade secrets. The agreement explicitly states that the prospect will have access to and become acquainted with various trade secrets and trade sources owned by City Wide, which are regularly used in the operation of a franchised business. However, the prospect is prohibited from disclosing these trade secrets directly or indirectly, or using them in any way, except as required for business dealings between City Wide and the prospect.
The agreement also emphasizes the importance of injunctive relief in case of a breach. Any violation or potential violation of the confidentiality agreement could cause irreparable harm to City Wide, entitling them to seek an injunction to prevent the prospect from disclosing or using the proprietary information. This measure aims to protect City Wide's competitive advantage and maintain the integrity of its franchise system.
For a prospective franchisee, this means they must be extremely careful in handling City Wide's confidential information and understand the serious legal consequences of unauthorized disclosure or use. It is common practice in franchising to have strict confidentiality agreements to protect the franchisor's intellectual property and trade secrets.