What is the Deka Lash franchisee's obligation regarding confidentiality during the initial and any renewal terms of the franchise agreement?
Deka_Lash Franchise · 2024 FDDAnswer from 2024 FDD Document
anual, marketing material such as our website text, and other printed material, although we have not presently filed a registration of those copyrights. We consider all of these items confidential and proprietary. Upon termination of your franchise agreement, you must return to us our Operations Manuals and any confidential information.
Confidential Information. You will not directly or indirectly disclose, publish, disseminate or use our "Confidential Information" except as authorized in the Franchise Agreement. You may use our Confidential Information to perform your obligations under the Franchise Agreement, but in doing so you will only allow dissemination of our Confidential Information on a need-to-know basis and only to those individuals that have been informed of the proprietary and confidential nature of such Confidential Information. We may share performance data of your Franchised Businesses and studios between us, our employees and affiliates, our franchisees and their employees. You agree to keep such performance data confidential. Additionally, you agree that we may share performance data of your Franchised Businesses in Item 19 (Financial Performance Representations) of our future Franchise Disclosure Documents.
"Confidential Information" means information or data (oral, written, electronic, or otherwise), including, without limitation, a trade secret, of or about us that is valuable and not generally known or readily available to third parties, obtained by you from us during the term of the Franchise Agreement. The Confidential Information of ours includes all intellectual property associated with our Franchise system, all other materials relating to our Franchise system that are not a matter of public record, and all information generated by the parties in the course of the performance of the Franchise Agreement.
Customer Data. "Customer Data" is considered Confidential Information and includes any and all information about Customers that may be collected in connection with their use of your services, including, but not limited to, name, telephone number, address, and email address. We retain all right, title, and interest in and to the Customer Data, including all intellectual property rights.
Personal and Performance Data. You agree that we may share performance data of Franchised Businesses between us, our employees, franchisees, franchisee's employees, affiliates, consultants, distributors, vendors, and agents.
Source: Item 14 — PATENTS, COPYRIGHTS AND PROPRIETARY INFORMATION (FDD pages 45–47)
What This Means (2024 FDD)
According to Deka Lash's 2024 Franchise Disclosure Document, franchisees have strict confidentiality obligations during the initial term, any renewal term, and even after the franchise agreement expires or is terminated. Franchisees must not reveal any of Deka Lash's confidential information to any other person or entity, nor can they use it for the benefit of any other person or business. This obligation extends indefinitely, even after the franchise relationship ends. Confidential information includes items like the Operations Manual and customer data.
Specifically, franchisees cannot directly or indirectly disclose, publish, disseminate, or use Deka Lash's confidential information, except as authorized in the Franchise Agreement. While franchisees can use confidential information to fulfill their obligations under the Franchise Agreement, they must limit dissemination to a need-to-know basis and ensure that recipients are aware of the information's proprietary and confidential nature. Deka Lash may share performance data of franchised businesses among themselves, their employees and affiliates, and franchisees and their employees, with the agreement that this data remains confidential. Deka Lash also retains the right to share performance data of franchised businesses in Item 19 of future Franchise Disclosure Documents.
Confidential information is defined broadly as any valuable information or data about Deka Lash that is not generally known or readily available to third parties, including trade secrets. It encompasses all intellectual property associated with the Deka Lash franchise system, materials not of public record, and information generated during the performance of the Franchise Agreement. Customer data, including names, telephone numbers, addresses, and email addresses, is explicitly considered confidential information, with Deka Lash retaining all rights, title, and interest in it.
These confidentiality obligations are standard in franchising to protect the franchisor's proprietary information and maintain a competitive advantage. Prospective Deka Lash franchisees should carefully review the definition of "Confidential Information" in the Franchise Agreement to fully understand the scope of their obligations and ensure they have systems in place to protect this information both during and after the franchise term.