Does the definition of 'Information' for Exit include customer lists?
Exit Franchise · 2025 FDDAnswer from 2025 FDD Document
As used in this Agreement, the term "Information" means all information used or compiled by Sales Representative and any other information written or oral made known to Sales Representative by or on behalf of EXIT [Trade Name] or any customer of EXIT [Trade Name], including without limitation, all of the EXIT [Trade Name]'s financial information, employee lists and data, records and files, customer and prospective contact lists, requests for quotes, quotes, contracts of any nature, corporate procedures, sales plans, programs, materials, manuals, rosters, forms, brochures and other training, listing, sales and marketing materials of EXIT [Trade Name] and any information.
All Information shall be considered "Confidential Information," except Information which (i) was or becomes publicly known without disclosure by Sales Representative, or (ii) was or is acquired from a third party provided that the third party in providing the Information has not breached any agreement with, or acted in derogation of, any confidential relationship with EXIT [Trade Name] or EXIT.
Source: Item 23 — RECEIPT (FDD pages 42–235)
What This Means (2025 FDD)
According to Exit's 2025 Franchise Disclosure Document, the term "Information" includes customer lists. The FDD specifies that 'Information' encompasses all data used or compiled by the Sales Representative, along with any written or oral data made known to the Sales Representative by Exit or any Exit customer. This definition explicitly includes customer and prospective contact lists.
This broad definition means that franchisees and their sales representatives must treat customer lists and related data as confidential. They are obligated to protect this information and use it only in ways that benefit Exit. This obligation extends to Exit's financial information, employee lists, records, files, requests for quotes, quotes, contracts, corporate procedures, sales plans, programs, materials, manuals, rosters, forms, brochures, and other training, listing, sales, and marketing materials.
The FDD also clarifies that all Information is considered "Confidential Information" unless it becomes publicly known without the Sales Representative's disclosure or is acquired from a third party who has not breached any agreement or confidential relationship with Exit. This places a significant responsibility on the franchisee to ensure that customer data and other sensitive information are handled with utmost care and are not disclosed to unauthorized parties.
For a prospective Exit franchisee, this means understanding and adhering to strict confidentiality protocols regarding customer data and other proprietary information. Failure to comply with these requirements could result in legal repercussions or damage to the Exit brand.