Under what conditions can a Floyds 99 franchisee disclose the Program to a third party?
Floyds_99 Franchise · 2025 FDDAnswer from 2025 FDD Document
d employees of the Franchisee; (ii) operated on more than one computer at a time; (iii) operated on equipment other than the Designated Equipment; or (iv) operated at locations other than the Franchised Location.
- c. The Program shall be used only to perform information processing in the Franchisee's operation of the FLOYD'S 99 Shop and shall not be used to perform information processing for any other person, entity or business.
- d. The Franchisee shall not, and shall not allow its employees or agents to: (i) sell, assign, lease, license, market or commercially exploit, in any way, the Program, any component thereof or any data generated by the use of the Program; (ii) disclose or grant access to the Program, any component thereof or any data generated by the use of the Program, to any third party other than one whom the Franchisor has approved in writing and who has agreed in writing with the Franchisor to keep the Program confidential; or (iii) copy or reproduce the Program, any component thereof or any data generated by the use of the Program, in any manner, except for one copy of the Program for normal back-up and operations thereof; provided nothing contained herein shall prohibit the Franchisee from using the data generated by the Program to the extent reasonably necessary to comply with local, state and federal law and for usual and customary business purposes.
- e.
Source: Item 22 — CONTRACTS (FDD pages 57–58)
What This Means (2025 FDD)
According to Floyds 99's 2025 Franchise Disclosure Document, a franchisee is generally prohibited from disclosing or granting access to the Program (referring to the software program used in the Floyds 99 shop) to any third party. However, there is an exception: a franchisee may disclose or grant access to the Program to a third party if the franchisor has approved the third party in writing, and the third party has agreed in writing with the franchisor to keep the Program confidential.
This means that a Floyds 99 franchisee cannot independently decide to share the Program with outside parties. They must first obtain written approval from Floyds 99. Furthermore, the third party must enter into a written agreement with Floyds 99, promising to maintain the confidentiality of the Program. This protects Floyds 99's proprietary software and data from unauthorized use or distribution.
This restriction is typical in franchising, as franchisors need to protect their intellectual property and maintain consistency across all franchise locations. By controlling access to the Program, Floyds 99 can ensure that it is used correctly and that sensitive data is protected. The franchisee also must ensure that their employees who have access to the program execute a written confidentiality agreement in a form prescribed or approved in writing by the Franchisor.
Additionally, the franchisee is responsible for keeping the Program and any data generated by it confidential both during and after the term of the franchise agreement. They must also establish and maintain security precautions as prescribed by Floyds 99 to prevent unauthorized access, use, disclosure, or copying of the Program or its data. This highlights the ongoing responsibility of the franchisee to safeguard Floyds 99's confidential information.