What is the Deer Solution franchisee's obligation regarding the confidentiality of the Know-How?
Deer_Solution Franchise · 2025 FDDAnswer from 2025 FDD Document
Franchisee agrees that, at all times, both during the Term of this Agreement and, after its expiration or termination, Franchisee: (a) shall not use the Confidential Information in any business or capacity other than the Deer Solution Business operated by Franchisee; (b) shall maintain the confidentiality of the Confidential Information at all times; (c) shall not make unauthorized copies of documents containing any Confidential Information; (d) shall take such reasonable steps as Franchisor may ask of Franchisee from time to time to prevent unauthorized use or disclosure of the Confidential Information; and (e) shall stop using the Confidential Information immediately upon the expiration, termination or Transfer of this Agreement. Franchisee agrees that the foregoing covenants and obligations shall also apply to: (a) Franchisee's Owners and Spouses and that Franchisee's Owners and Spouses shall each execute and deliver to Franchisor the Franchise Owner and Spouse Agreement and Guaranty in the form attached to this
Agreement as Exhibit 1; and (b) Franchisee's directors, officers, employees and agents where disclosure of the Confidential Information was necessary for the operations of the Franchised Business and where such director, officer, employee and/or agent previously executed and timely delivered to Franchisor the Confidentiality Agreement in the form attached as Exhibit 2.
Source: Item 23 — RECEIPTS (FDD pages 55–246)
What This Means (2025 FDD)
According to Deer Solution's 2025 Franchise Disclosure Document, franchisees have specific obligations regarding the confidentiality of information, including Know-How. Know-How is defined as the franchisor's trade secrets and proprietary information related to the Deer Solution business, encompassing methods, techniques, specifications, procedures, policies, marketing strategies, and information within the System, Operations Manual, and Confidential Information.
The franchisee must maintain the confidentiality of the Confidential Information at all times, and they are not allowed to use it in any business or capacity other than their Deer Solution franchise. They are also prohibited from making unauthorized copies of documents containing Confidential Information. Franchisees are required to take reasonable steps to prevent unauthorized use or disclosure of this information, as requested by Deer Solution. Upon expiration, termination, or transfer of the Franchise Agreement, the franchisee must immediately cease using the Confidential Information.
These confidentiality obligations extend not only to the franchisee but also to their Owners, Spouses, directors, officers, employees, and agents, where disclosure of Confidential Information is necessary. Owners and Spouses must execute a Franchise Owner and Spouse Agreement and Guaranty, while directors, officers, employees, and agents must sign a Confidentiality Agreement. This ensures that all parties involved in the Deer Solution business are legally bound to protect the franchisor's sensitive information, both during and after the franchise term.