What is the required action for the Signer regarding Dryject's Trade Secrets?
Dryject Franchise · 2025 FDDAnswer from 2025 FDD Document
WHEREAS, it is anticipated that Signer may have access to learn Franchisor's Trade Secrets as Franchisee develops and maintains Franchisee's Business using DRYJECT SYSTEM.
NOW, THEREFORE, in consideration of the mutual covenants and obligations contained herein, the parties agree as follows:
-
- Franchisee may disclose to Signer some or all of Franchisor's Trade Secrets relating to DRYJECT SYSTEM.
-
- Signer shall receive Franchisor's Trade Secrets in confidence, maintain them in confidence, and shall use them only in connection with the development and/or maintenance by Franchisee of the Franchised Business using DRYJECT SYSTEM for so long as Franchisee is licensed by Franchisor to use DRYJECT SYSTEM.
-
- Signer shall not at any time make copies of any documents or compilations containing some or all of Franchisor's Trade Secrets without the express written permission of Franchisor.
-
- Signer shall not disclose or permit the disclosure of Franchisor's Trade Secrets to anyone.
-
- That all information and materials, including without limitation, specifications, techniques and compilations of data which Franchisor shall designate as confidential shall be deemed Franchisor's Trade Secrets for the purposes of this Agreement.
-
- Signer shall not, directly or indirectly, do any act or omit to do any act, which would or would likely to be injurious or prejudicial to the goodwill associated with DRYJECT SYSTEM.
-
- Except to the extent prohibited by the laws of the state where the Franchised Business is located, in order to protect the goodwill and unique qualities of DRYJECT SYSTEM and the confidentiality and value of Franchisor's Trade Secrets, and in consideration for the disclosure to Signer of Franchisor's Trade Secrets, Signer further undertakes and covenants that, during the time Franchisee is a franchisee of Franchisor and for the two (2) years following the termination or expiration of Franchisee's Franchise Agreement, Signer will not:
- (a) Directly or indirectly, for himself/herself or through, on behalf of or in conjunction with any person, partnership or business entity, engage in or acquire any financial or beneficial interest in (including interest in business entities, partnerships, trusts, unincorporated associations or joint ventures), advise, help or make loans to any entity involved in business which is the same as or similar to that conducted by "DryJect"® which business is, or is intended to be located, within the United States; or
Source: Item 8 — BUSINESS RELATIONSHIP (FDD pages 68–229)
What This Means (2025 FDD)
According to the 2025 Dryject FDD, a Signer who gains access to Dryject's trade secrets through a franchisee has specific obligations to protect that information. The Signer must receive the trade secrets in confidence, maintain that confidentiality, and only use the information to help the franchisee develop or maintain their Dryject business, as long as the franchisee is licensed to use the Dryject system. The Signer is prohibited from making unauthorized copies of any documents containing Dryject's trade secrets without express written permission from Dryject.
Furthermore, the Signer is strictly forbidden from disclosing or permitting the disclosure of Dryject's trade secrets to anyone. All information and materials designated as confidential by Dryject, including specifications, techniques, and data compilations, are considered trade secrets. The Signer must not take any action that could harm the goodwill associated with the Dryject system.
In addition to these confidentiality obligations, the Signer is subject to a non-compete clause. During the time the franchisee is operating a Dryject franchise and for two years after the termination or expiration of the franchise agreement, the Signer cannot engage in or have a financial interest in any business that is the same as or similar to Dryject's business within the United States. This includes advising, helping, or making loans to any such entity. These measures are in place to protect Dryject's trade secrets and maintain the unique qualities of the Dryject system.