What is the obligation of the Expense Reduction Analysts franchisor to disclose Confidential Information?
Expense_Reduction_Analysts Franchise · 2025 FDDAnswer from 2025 FDD Document
| In consideration of my being a [INSERT TITLE/ROLE WITH FRANCHISEE] of | (the |
|---|---|
| "Franchisee"), and other good and valuable consideration, the receipt and sufficiency of which is acknowledged, | |
| I (the undersigned) hereby acknowledge and agree that Franchisee has acquired the right from Expense | |
| Reduction Analysts, Inc. also known as the ERA Group | |
| (the "Franchisor") to: (i) establish and operate a franchised | |
| business (the "Franchised Business"); and (ii) use in the operation of the Franchised Business the Franchisor's | |
| trade names, trademarks and service marks (collectively, the "Proprietary Marks") and the Franchisor's unique | |
| and distinctive format and system relating to the establishment and operation of Franchised Business businesses | |
| (the "System"), as they may be changed, improved and further developed from time to time in the Franchisor's | |
| sole discretion, only at the following authorized and approved location: | |
| (the "Premises"), which covers the following area | |
| (the "Area"). |
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- The Franchisor possesses certain proprietary and confidential information relating to the operation of the Franchised Business and System generally, including without limitation: the Franchisor's proprietary and confidential Manuals and other manuals providing guidelines, standards and specifications related to the establishment and operation of the Franchised Business (collectively, the "Manuals"); the Franchisor's proprietary training materials and programs, as well as proprietary marketing methods and other instructional materials, trade secrets; information related to any other proprietary methodology or aspects of the System or the establishment and continued operation of the Franchised Business; financial information; any and all customer lists, contracts and other customer information obtained through the operation of the Franchised Business and other Franchised Businesses; any information related to any type of proprietary software that may be developed and/or used in the operation of with the Franchised Business; and any techniques, methods and know-how related to the operation of Franchised Business or otherwise used in connection with the System, which includes certain trade secrets, copyrighted materials, methods and other techniques and know-how (collectively, the "Confidential Information").
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- Any other information, knowledge, know-how, and techniques which the Franchisor specifically designates as confidential will also be deemed to be Confidential Information for purposes of this Agreement.
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- As [INSERT TITLE WITH RESPECT TO FRANCHISEE] of the Franchisee, the Franchisor and the Franchisee will disclose the Confidential Information to me in furnishing to me the training program and subsequent ongoing training, the Manuals, and other general assistance during the term of this Agreement.
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- I will not acquire any interest in the Confidential Information, other than the right to utilize it in the operation of the Franchised Business during the term hereof, and the use or duplication of the Confidential Information, in whole or in part, for any use outside the System would constitute an unfair method of competition.
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- 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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Source: Item 23 — RECEIPTS (FDD pages 58–215)
What This Means (2025 FDD)
According to the 2025 Expense Reduction Analysts Franchise Disclosure Document, Expense Reduction Analysts will disclose Confidential Information to the franchisee in furnishing the training program, ongoing training, the Manuals, and other general assistance during the term of the Franchise Agreement. This obligation is part of the franchisor's support to enable the franchisee to operate the Expense Reduction Analysts business. The franchisee, in turn, is granted the right to utilize this information specifically for the operation of the franchised business during the term of the agreement.
The FDD defines "Confidential Information" as the Expense Reduction Analysts System, the ERA Management Information System (e.g. ERA EMS/CRM), other Technology & Tools, the ERA Manuals, all technical and non-technical business and financial information or materials relating to either the Franchisor or any member of the ERA Group, any information, knowledge, know-how, techniques, and other data of the Franchisor or any member of the ERA Group which is marked "confidential," and any information that would at law be considered secret or confidential information of the Franchisor or any member of the ERA Group. However, information already in the public domain or obtained from a third party without breach of confidentiality is excluded.
Expense Reduction Analysts emphasizes that the franchisee will not acquire any interest in the Confidential Information, other than the right to utilize it in the operation of the Franchised Business during the term hereof. The use or duplication of the Confidential Information, in whole or in part, for any use outside the Expense Reduction Analysts System would constitute an unfair method of competition. The franchisee must also ensure that all agents, nominees, employees, and subcontractors who receive or have access to Confidential Information observe the obligations of secrecy and confidentiality. Expense Reduction Analysts may also require these individuals to sign a contract to maintain confidentiality.