What is the Fitstop franchisee's obligation regarding the confidentiality of the Confidential Information?

ings which may occur weekly, monthly, and/or quarterly with dedicated business performance coaches. We will not and cannot, however, provide you with consultation related to employment practices

or procedures as this is explicitly within your purview to determine and to ensure that you are in compliance with federal, state, and local laws.

Section 7: Confidential Information and Non-Disclosure

• 7.1 We have expended and continue to expend significant time and resources developing in connection with the Franchise System certain brand standards, confidential information, and know-how relating to the administration and operation of a franchised businesses including all systems, processes, procedures, software, databases, logos, manuals, advertising information and promotional materials ("Confidential Information"). Such Confidential Information includes, but is not limited to, (i) our Manual(s), forms, the information contained and compiled therein, and the updates and memoranda thereto; (ii) training information and methodology; (iii) advertising plans and methodology; (iv) names of contractual arrangements with agents, suppliers, and customers, and their requirements, specifications, and preferences; (v) the contractual arrangements with agents, suppliers, and customers; (vi) the financial details (including but not limited to credit and discount terms) of relationships with our agents, suppliers, or customers; (vii) the names of prospective customers and their requirements, specifications, and preferences; (ix) the software; (x) information concerning and presented at our seminars, conferences, or conventions; (xi) security access information; (xii) information provided through initial and supplementary training; and (xiii) our business plans and strategies, names of agents, suppliers, and customers and their requirements, specifications, and preferences.
• 7.2 You acknowledge that we own all proprietary rights in and to the Confidential Information, in its entirety, and that the Confidential Information constitutes our confidential trade secrets. Without our prior written consent, you shall not disclose the Confidential Information to any person, except employees of the Franchise for purposes related solely to the operation of the Franchise, nor shall you reprint or reproduce any Confidential Information we may provide to you, in whole or in part, for any purpose except in connection with instruction of employees in the operation of the Franchise. You acknowledge that any Confidential Information we provide to you or your employees will at all times be and remain our property.
• 7.3 You acknowledge that, whether or not we denote, label, or mark the Confidential Information as confidential you shall treat the Confidential Information as confidential and should take the utmost precautions to ensure that neither you or any of your employees disseminate it to the public.
• 7.4 You acknowledge that any materials, concept, process, or improvement you develop in the operation or promotion of the Franchise will at all times be and remain our property. You agree to give us prompt notice of and all necessary information related to such development(s).
• ©2024 Fitstop USA, Inc. 7.5 We claim property rights in all the information about the operational, sales, promotional methods and techniques, and marketing methods and techniques of the Franchise System. We claim proprietary trade secret rights in information like lists and files, and other compilations of information pertaining to the Franchise System, which information includes (a) our manuals and forms, the information contained and compiled in the manuals and forms, and the updates and memoranda relating to the manuals and forms; (b) names of our agents, suppliers, and customers, and their requirements, specifications, and preferences; (c) the contractual arrangements between us and our agents, suppliers, and customers; (d) the financial details (including but not limited to credit and discount terms) of our relationship with our agents, suppliers, or customers; (e) the names of prospective customers and their requirements, specifications, and preferences; (f) information concerning the remuneration paid by us to our employees; (g) our computer software and any part of its coding; (h) information concerning and presented at our meetings; (i) security and access information; (j) information provided through initial and ongoing specialized training; (k) our business plans and strategies; and (l) similar information. All such lists, files, other compilations of

information, and the information contained in such materials (whether or not denoted, labeled, or marked as confidential) is considered confidential and will be and remain our exclusive property, even if compiled or developed by you in connection with your business under this Agreement. You must provide us, upon our request, with a list of all customers you are servicing and copies of their respective contracts. You must not use or communicate, either during or after the term of this Agreement, the contents of any trade secrets or confidential information about the operation of the Franchise or of the Franchise System, except as provided for in this Agreement. You must also use all reasonable efforts to maintain this information as secret and confidential, and you must not duplicate, copy, record, or otherwise reproduce these materials, in whole or in part, or make them available to any unauthorized person without our written permission. Any effort to crack, hack, or otherwise disseminate this information will result in the immediate default of your Franchise Agreement.

• 7.6 Member/Customer and Personnel Information. You must provide digital or paper forms to all customers, members, employees and other Franchised Business personnel which will enable them to provide to you, if they so desire, information in a form and manner from time to time prescribed by us or government entities ("Personal Information"). You must comply with federal, state, and local privacy laws, our privacy policy, and all of our directives related to the retention of Personal Information at your own cost.

Source: Item 23 — RECEIPTS (FDD pages 50–135)