What is the Crawlspace Medic franchisee's responsibility to maintain the confidentiality of other confidential materials from Crawlspace Medic?
Crawlspace_Medic Franchise · 2024 FDDAnswer from 2024 FDD Document
trademark | | "Crawlspace Medic" | | and design mark, and certain proprietary products, services, promotions | | outlets; | | and methods (the "System") for the establishment and operation of Franchised Business | WHEREAS, in connection with his or her duties, it will be necessary for Covenantor to have access to some or all of the confidential information, knowledge, know-how, techniques, contents of the Crawlspace Medic operations manual and other materials used in or related to the System and/or concerning the methods of operation of the System (collectively referred to as "Confidential Information");
WHEREAS, the Confidential Information provides economic advantages to Franchisor and licensed users of the System, including Franchisee;
WHEREAS, Franchisee has acknowledged the importance of restricting the use, access and dissemination of the Confidential Information, and Franchisee therefore has agreed to obtain from Covenantor a written agreement protecting the Confidential Information and further protecting the System against unfair competition; and
WHEREAS, Covenantor acknowledges that receipt of and the right to use the Confidential Information constitutes independent valuable consideration for the representations, promises and covenants made by Covenantor herein.
NOW, THEREFORE, in consideration of the mutual covenants and obligations contained herein, the parties agree as follows:
1. Confidentiality Agreement.
- a. Covenantor shall, at all times, maintain the confidentiality of the Confidential Information and shall use such Confidential Information only in the course of his or her employment by or association with Franchisee in connection with the operation of a Franchised Business under the Franchise Agreement.
- b. Covenantor shall not at any time make copies of any documents or compilations containing some or all of the Confidential Information without Franchisor's express written permission.
- c. Covenantor shall not at any time disclose or permit the disclosure of the Confidential Information except, and only then to the limited extent necessary, to those employees of Franchisee for training and assisting such employees in the operation of the Franchised Business.
- d. Covenantor shall surrender any material containing some or all of the Confidential Information to Franchisee or Franchisor, upon request, or upon termination of employment or association with Franchisee.
- e. Covenantor shall not at any time, directly or indirectly, do any act or omit to do any act that would or would likely be injurious or prejudicial to the goodwill associated with the System.
- f. Covenantor agrees that no Confidential Information may be reproduced, in whole or in part, without written consent.
**2.
Source: Item 22 — CONTRACTS (FDD page 42)
What This Means (2024 FDD)
According to the 2024 Crawlspace Medic Franchise Disclosure Document, the franchisee is responsible for ensuring that anyone who has access to Crawlspace Medic's confidential information, referred to as the Covenantor, maintains the confidentiality of that information. This includes the contents of the operations manual, techniques, and other materials related to the Crawlspace Medic system. The franchisee must obtain a written agreement from the Covenantor to protect this confidential information and the system against unfair competition. The Covenantor acknowledges that receiving and using this confidential information is valuable consideration for their agreement.
The Covenantor must maintain the confidentiality of the information at all times and use it only in connection with their employment or association with the franchisee in operating the franchised business. The Covenantor is prohibited from making copies of any documents containing confidential information without Crawlspace Medic's express written permission. Disclosure of confidential information is only permitted to the extent necessary for training employees of the franchisee in the operation of the business. Upon request or termination of employment, the Covenantor must surrender any material containing confidential information to the franchisee or Crawlspace Medic.
The Covenantor is prohibited from any action that could harm the goodwill associated with the Crawlspace Medic system. No confidential information may be reproduced without written consent. The franchisee takes full responsibility for ensuring that the Covenantor adheres to these requirements. A breach of this agreement by the Covenantor would cause irreparable injury to Crawlspace Medic, leaving them without an adequate remedy at law.