What is a franchisee prohibited from doing with Floyds 99's Confidential Information?
Floyds_99 Franchise · 2025 FDDAnswer from 2025 FDD Document
Developer and Franchisor acknowledge that the distinctive business format, plans, methods, data, processes, marketing systems, manuals, product formulas, techniques, designs, layouts, operating procedures, trademarks, proprietary marks and information and know-how of Franchisor which are developed and utilized in connection with the Licensed Methods are proprietary and confidential ("Confidential Information").
Such Confidential Information is unique, exclusive property and a trade secret of Franchisor and has valuable goodwill associated with it.
Developer acknowledges that any unauthorized disclosure or use of the Confidential Information would be wrongful and would cause irreparable injury and harm to Franchisor.
It is understood that Confidential Information is deemed to include, without limitation, clients lists, vendor lists, product formulas, any and all information contained in the Operations Manual (as described in the Franchise Agreement), and any information of whatever nature which gives Franchisor and its affiliates an opportunity to obtain an advantage over its competitors who do not have access to, know or use such lists, written materials, formulas or information.
Developer further acknowledges that Franchisor has expended a great amount of effort and money in obtaining and developing the Confidential Information, that Franchisor has taken numerous precautions to guard the secrecy of the Confidential Information, that it would be very costly for competitors to acquire or duplicate the Confidential Information and that any unauthorized disclosure of such Confidential Information shall cause irreparable harm to Franchisor.
Consequently, Developer shall not at any time, publish, disclose, divulge or in any manner communicate to any person, firm, corporation, association, partnership or any other entity whatsoever or use, directly or indirectly, for its own benefit or for the benefit of any person, firm, corporation or other entity other than for the use of Franchisor or the FLOYD'S 99 Shop(s) developed under this Agreement, any of the Confidential Information of Franchisor or its affiliates.
Franchisor and Developer agree that the Confidential Information does not include information that is generally available to the public.
Source: Item 23 — RECEIPT (FDD pages 58–229)
What This Means (2025 FDD)
According to Floyds 99's 2025 Franchise Disclosure Document, franchisees are strictly prohibited from disclosing or using the franchisor's Confidential Information in any unauthorized manner. This Confidential Information encompasses a wide array of proprietary assets, including the distinctive business format, plans, methods, data, processes, marketing systems, manuals, product formulas, techniques, designs, layouts, operating procedures, trademarks, proprietary marks, and know-how developed and utilized in connection with the Licensed Methods. Floyds 99 considers this information unique, exclusive property, and a trade secret with valuable goodwill.
The FDD emphasizes that any unauthorized disclosure or use of the Confidential Information would be considered wrongful and cause irreparable injury and harm to Floyds 99. The definition of Confidential Information includes, but is not limited to, client lists, vendor lists, product formulas, information contained in the Operations Manual, and any information that gives Floyds 99 and its affiliates a competitive advantage. Floyds 99 has invested significant effort and resources in developing and safeguarding this information, taking numerous precautions to maintain its secrecy.
Specifically, franchisees are prohibited from publishing, disclosing, divulging, or communicating the Confidential Information to any person, firm, corporation, association, partnership, or other entity. They also cannot use the Confidential Information directly or indirectly for their own benefit or for the benefit of any entity other than Floyds 99 or the FLOYD'S 99 Shop(s) developed under the agreement. The only exception is information that is generally available to the public. This stringent confidentiality requirement underscores the importance Floyds 99 places on protecting its proprietary information and maintaining its competitive edge in the market.