What is considered 'Confidential Information' for a Clean Your Dirty Face franchise?
Clean_Your_Dirty_Face Franchise · 2025 FDDAnswer from 2025 FDD Document
Franchisor and Franchisee and would constitute a breach of Covenantor's obligations of confidentiality and an unfair method of competition with Franchisor and/or other CYDF Facial Bars owned by Franchisor or franchisees.
Covenantor acknowledges and agrees that the Confidential Information is confidential to and a valuable asset of Franchisor. The Confidential Information will be disclosed to Covenantor solely on the condition that Covenantor agrees to the terms and conditions of this Agreement. Covenantor therefore agrees that during the term of the Franchise Agreement and thereafter, he or
Mud Franchising, LLC
she: (a) will not use the Confidential Information in any other business or capacity; (b) will maintain the absolute confidentiality of the Confidential Information; (c) will not make unauthorized copies of any portion of the Confidential Information disclosed or in written form; and (d) will adopt and implement all reasonable procedures prescribed from time to time by Franchisor and Franchisee to prevent unauthorized use or disclosure of or access to the Confidential Information.
Notwithstanding anything to the contrary contained in this Agreement, the restrictions on Covenantor do not apply to (a) disclosure or use of information, methods, or techniques which are generally known and used in the industry (as long as the availability is not because of a disclosure by Covenantor or Covenantor's agents, and such disclosure or use is not otherwise prohibited by this Agreement), provided that Covenantor has first given Franchisor written notice of his or her intended disclosure and/or use; and (b) disclosure of the Confidential Information in legal proceedings when Covenantor is legally required to disclose it, provided that Covenantor has first given Franchisor the opportunity to obtain an appropriate legal protective order or other assurance satisfactory to Franchisor that the information required to be disclosed will be treated confidentially.
Covenantor shall have no right to any confidential information related to any other business model for which Franchisor operates or offers franchises; however, if Covenantor receive any such confidential information from any source, including Franchisor or its affiliates, Covenantor will treat it as "Confidential Information" as defined in this Agreement.
Source: Item 14 — PATENTS, COPYRIGHTS AND PROPRIETARY INFORMATION (FDD pages 42–43)
What This Means (2025 FDD)
According to Clean Your Dirty Face's 2025 Franchise Disclosure Document, confidential information is considered a valuable asset of the franchisor, Mud Franchising, LLC. Franchisees, referred to as Covenantors, acknowledge that this information is confidential and agree to maintain its absolute confidentiality during and after the term of the Franchise Agreement. This means a franchisee cannot use the confidential information in any other business or capacity and must prevent unauthorized use or disclosure of the information.
The franchisee must also refrain from making unauthorized copies of any confidential information disclosed, especially if it is in written form. Furthermore, the franchisee is expected to adopt and implement reasonable procedures prescribed by Clean Your Dirty Face to prevent unauthorized access to or disclosure of the confidential information. This obligation extends to any confidential information the franchisee might receive related to other business models operated or franchised by Mud Franchising, LLC, even if the information comes from sources including the franchisor or its affiliates.
There are exceptions to these restrictions. Franchisees are not restricted from disclosing or using information, methods, or techniques that are generally known and used in the industry, provided that such availability is not due to a disclosure by the franchisee or their agents and is not otherwise prohibited by the Franchise Agreement. However, the franchisee must first provide Clean Your Dirty Face with written notice of their intention to disclose or use such information. Additionally, franchisees can disclose confidential information in legal proceedings if legally required, but only after giving Clean Your Dirty Face the opportunity to obtain a protective order or other assurance that the information will be treated confidentially.