Does the definition of 'Confidential Information' for Engel & Volkers include training and instructional programs?
Engel_Volkers Franchise · 2025 FDDAnswer from 2025 FDD Document
For avoidance of doubt, "Confidential Information" also includes (without limitation) all information, knowledge, trade secrets or know-how utilized or embraced by the ENGEL & VÖLKERS System and/or imparted to Recipient by Franchisor or any of its affiliates which concerns Franchisor's systems of operation, programs, services, products, customers, clients, prospective customers or client, practices, materials, books, records, manuals, computer files, databases or software; all elements of the ENGEL & VÖLKERS System; all programs, products, services, equipment, technologies, policies, standards, requirements, criteria and procedures that now or in the future are a part of the ENGEL & VÖLKERS System; the System Documentation; all specifications, procedures, systems, techniques and activities employed by Franchisor in the offer and sale of services, programs, and/or products at or from a franchised ENGEL & VÖLKERS Residential Real Estate Brokerage; all of Franchisor's sources (or prospective sources) of supply and all information pertaining to same; Franchisor's specifications, and Franchisee's final plans, for the construction, build out, design, renovation, décor, equipment, signage, furniture, fixtures and trade dress elements of Franchisee's office; the identity of, and all information relating to, the computer systems and software utilized under the Franchise Agreement; all information pertaining to Franchisor's and Franchisee's advertising, marketing, promotion and merchandising
campaigns, activities, materials, specifications and procedures; all customer lists, data and records generated and/or otherwise maintained by Franchisee's franchised ENGEL & VÖLKERS business; Franchisor's internet/web protocols, procedures and content (including electronic data, data files, user names and passwords); Franchisor's training and other instructional programs and materials; all elements of Franchisor's recommended staffing, staff training and staff certification policies and procedures; all communications between Franchisor and Recipient; additions or improvements to, deletions from and modifications and variations of the components of the ENGEL & VÖLKERS System and the other systems and methods of operations which Franchisor employs now or in the future; research, development and test programs for services and operations; and, all other information, knowledge and know-how which either Franchisor or their respective affiliates, now or in the future, designate as confidential.
Source: Item 23 — RECEIPTS (FDD pages 88–302)
What This Means (2025 FDD)
According to Engel & Volkers' 2025 Franchise Disclosure Document, the definition of "Confidential Information" explicitly includes training and instructional programs and materials. This means that all training programs and materials provided by Engel & Volkers to its franchisees are considered confidential and proprietary information. Franchisees are obligated to protect this information and only use it as permitted by the franchise agreement. This obligation extends not only to the franchisee but also to their staff, who must understand and agree to maintain the confidentiality of the information.
This has significant implications for prospective franchisees. They must understand that they are receiving trade secrets and proprietary information that is critical to the Engel & Volkers system. They cannot disclose this information to third parties or use it in any other business or capacity. Doing so would be considered a breach of the franchise agreement and could result in legal action. The confidentiality agreement outlines the specific measures franchisees must take to protect this information, including limiting its dissemination within their organization and ensuring that all individuals who have access to it understand their confidentiality obligations.
Engel & Volkers also emphasizes the importance of maintaining the confidentiality of its training programs and materials by stating that any use of Confidential Information in connection with any generative, artificial intelligence tool or program is considered disclosure of such Confidential Information to a third party and constitutes a breach of this Agreement. This reflects the brand's commitment to protecting its intellectual property and maintaining a competitive advantage in the real estate market. Franchisees should be aware of these restrictions and take appropriate measures to safeguard the confidentiality of the training programs and materials they receive.
In summary, the explicit inclusion of training and instructional programs and materials within the definition of "Confidential Information" underscores the importance Engel & Volkers places on protecting its proprietary knowledge and systems. Prospective franchisees must carefully review the confidentiality agreement and understand their obligations to maintain the confidentiality of this information. Failure to do so could have serious legal and financial consequences.