What is the Signer's obligation regarding Dryject's Trade Secrets received from the franchisee?
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:
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- Franchisee may disclose to Signer some or all of Franchisor's Trade Secrets relating to DRYJECT SYSTEM.
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- 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.
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- 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.
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- Signer shall not disclose or permit the disclosure of Franchisor's Trade Secrets to anyone.
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- 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.
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- 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.
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- 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 Dryject's 2025 Franchise Disclosure Document, a Signer who gains access to Dryject's Trade Secrets through a franchisee has several obligations. The Signer must keep the Trade Secrets confidential and use them only to help the franchisee develop and maintain their Dryject business, but only as long as the franchisee is licensed to use the Dryject system. The Signer is not allowed to make copies of any documents containing Dryject's Trade Secrets without Dryject's express written permission, and they cannot disclose the Trade Secrets to anyone else. All information that Dryject designates as confidential is considered a Trade Secret.
The Signer also agrees not to take any action that could harm the goodwill associated with the Dryject system. To protect the Dryject system's unique qualities and the confidentiality of its Trade Secrets, the Signer agrees that during the time the franchisee is a franchisee and for two years after the franchise agreement ends, the Signer will not engage in any business that is the same as or similar to Dryject within the United States. This includes not acquiring any financial interest in such a business, advising or helping such a business, or making loans to it.
These restrictions are designed to protect Dryject's competitive advantage and ensure that confidential information is not used to benefit competitors. For a prospective Dryject franchisee, this means that anyone who gains access to Dryject's Trade Secrets through their business, such as employees or contractors, will be bound by strict confidentiality and non-compete agreements. This helps to maintain the integrity of the Dryject system and protect the franchisee's investment. Franchisees should ensure that all individuals who have access to Dryject's Trade Secrets sign the appropriate agreements to avoid potential legal issues and protect their business interests.