Does the Degree Wellness agreement specify any exceptions to the confidentiality requirements?
Degree_Wellness Franchise · 2025 FDDAnswer from 2025 FDD Document
9.2 Non-Disclosure Agreement.
- a. You agree that your relationship with us does not vest in you any interest in the Confidential Information, other than the right to use it solely in the development and operation of the Franchise during the Term of this Agreement, and that the use or duplication of the Confidential Information in any other business or for any other purpose would constitute an unfair method of competition or otherwise result in irreparable damage to us.
- b. You acknowledge and agree that the Confidential Information belongs to us, may contain trade secrets belonging to us, and is disclosed to you or authorized for your use solely on the condition that you agree, and you therefore do agree, that you (1) will not use, directly or indirectly, the Confidential Information in any business or capacity or for any purpose other than as needed in the development and operation of the Franchise during the Term of this Agreement; (2) will maintain the absolute confidentiality of the Confidential Information during and after the Term of this Agreement and not directly or indirectly publish or otherwise disclose it to any third party; (3) will not make unauthorized copies of any portion of the Confidential Information disclosed in written form or another form or media that may be copied or duplicated; and (4) will adopt and implement all reasonable procedures, including any that we may prescribe from time to time, to prevent unauthorized use or disclosure of the Confidential Information, including without limitation restrictions on disclosure to or by your employees, and the use of non-disclosure, non-solicitation, non-disparagement and non-competition agreements we may prescribe or approve for your shareholders, partners, members, officers, directors, employees, independent contractors, or agents who may have access to the Confidential Information. You acknowledge and agree that we are
under no duty or obligation to you to enforce any such Agreements for your or our benefit. Your duties and obligations with respect to Confidential Information shall survive the Transfer, termination or expiration of this Agreement.
Source: Item 23 — Receipts (FDD pages 66–257)
What This Means (2025 FDD)
According to Degree Wellness's 2025 Franchise Disclosure Document, franchisees must maintain the confidentiality of Degree Wellness's proprietary information both during and after the franchise term. The agreement does not explicitly list any exceptions to these confidentiality requirements. Franchisees are obligated to prevent unauthorized use or disclosure of confidential information, including implementing restrictions on disclosures by employees and using non-disclosure agreements for anyone with access to the information.
Degree Wellness emphasizes that the franchisee's relationship with them does not grant any ownership interest in the confidential information, other than the right to use it for the franchise's operation during the agreement term. Any other use or duplication of this information is considered unfair competition and could cause irreparable damage to Degree Wellness. This underscores the importance of safeguarding Degree Wellness's confidential information.
Upon termination or expiration of the franchise agreement, the franchisee must immediately cease using any confidential information and return all copies of the operations manual and any other confidential materials. The non-disclosure covenants outlined in the agreement survive the termination or expiration of the agreement, reinforcing the ongoing obligation to protect Degree Wellness's confidential information. Prospective franchisees should seek clarification from Degree Wellness regarding any potential scenarios where disclosure might be required or permitted to fully understand the scope of these confidentiality obligations.