Is the Confidential Information of Expense Reduction Analysts considered a trade secret?
Expense_Reduction_Analysts Franchise · 2025 FDDAnswer from 2025 FDD Document
The Confidential Information is proprietary, involves trade secrets of the Franchisor, and is disclosed to me solely on the condition that I agree, and I do hereby agree, that I shall hold in strict confidence all Confidential Information and all other information designated by the Franchisor as confidential.
Unless the Franchisor otherwise agrees in writing, I will disclose and/or use the Confidential Information only in connection with my duties as [INSERT TITLE] of the Franchisee, and will continue not to disclose any such information even after I cease to be in that position and will not use any such information even after I cease to be in that position unless I can demonstrate that such information has become generally known or easily accessible other than by the breach of an obligation of Franchisee under the Franchise Agreement.
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- I will surrender any material containing some or all of the Confidential Information to the Franchisor, upon request, or upon conclusion of the use for which the information or material may have been furnished.
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- Except as otherwise approved in writing by the Franchisor, I shall not, while in my position with the Franchisee, for myself, or through, on behalf of, or in conjunction with any person, persons, partnership, corporation or limited liability company, own, maintain, engage in, be employed by, or have any interest in any other business that: (i) is involved in cost reduction and supplier relationship management consulting similar to the Franchised Business and/or that features, offers and/or sells products and services similar to the those offered and sold by the Franchised Business and/or other ERA Group franchises (a "Competing Business"); or (iii) grants or has granted franchises or licenses, or establishes or has established joint ventures, for one or more Competing Businesses. I also agree that I will not undertake any action to divert business from the Franchised Business to any Competing Business or solicit any of the former customers or employees of Franchisee for any competitive business purpose. All parties acknowledge and agree that there is no intent to prohibit me from obtaining employment or engagement with another franchisee of Franchisor.
Source: Item 23 — RECEIPTS (FDD pages 58–215)
What This Means (2025 FDD)
According to Expense Reduction Analysts' 2025 Franchise Disclosure Document, the Confidential Information is considered proprietary and involves trade secrets of the franchisor. Expense Reduction Analysts requires franchisees to agree to hold all Confidential Information in strict confidence.
This means that as a franchisee, you are obligated to protect this information and only use it in connection with your duties as a franchisee. This obligation extends even after you are no longer a franchisee, unless the information becomes publicly known through means other than a breach of the Franchise Agreement.
The agreement also stipulates that upon request or termination of the agreement, all materials containing Confidential Information must be surrendered to Expense Reduction Analysts. Furthermore, unless otherwise approved in writing by Expense Reduction Analysts, franchisees are prohibited from engaging in any competing business during their tenure or diverting business away from the franchised business.
This is a fairly standard clause in franchise agreements, intended to protect the franchisor's competitive advantage and proprietary information. Prospective franchisees should carefully review the definition of "Confidential Information" to fully understand the scope of these restrictions.