Are research, development, or know-how considered part of Fly Fitness's Confidential Information?
Fly_Fitness Franchise · 2024 FDDAnswer from 2024 FDD Document
During the term of the Franchise Agreement, you may have access to and become acquainted with our trade secrets, including, but not limited to, methods, formulas, processes, customer lists, vendor partnerships and/or relationships, sales and technical information, costs, product prices and names, software tools and applications, website and/or email design, products, services, equipment, technologies and procedures relating to the operation of your Fly Fitness outlet; systems of operation, services, programs, products, procedures, policies, standards, techniques, requirements and specifications which are part of the System; the Operations Manual; methods of advertising and promotion; instructional materials; marketing plans, business methods, research, development or know-how, any other information which we may or may not specifically designate as "confidential" or "proprietary", and the components of our System whether or not such information is protected or protectable by patent, copyright, trade secret or other proprietary rights (collectively called the "Confidential Information"). You agree that you will take all reasonable measures to maintain the confidentiality of all Confidential Information in your possession or control and that all such Confidential Information and trade secrets shall remain our exclusive property. You may never (during the Initial Term, any Renewal Term, or after the Franchise Agreement expires or is terminated) reveal any of our confidential information to another person or use it for any other person or business. You may not copy any of our Confidential Information or give it to a third party except as we authorize in writing to you prior to any dissemination. Your personnel who have access to our Confidential Information must sign our Confidentiality/Non-Competition Agreement (Franchise Agreement, Attachment 8).
You must promptly tell us when you learn about unauthorized use of any Confidential Information. We are not obligated to take any action but will respond to this information as we think appropriate.
We will indemnify you for losses brought by a third party concerning your use, in strict compliance with the Franchise Agreement, of the Confidential Information.
Source: Item 14 — PATENTS, COPYRIGHTS AND PROPRIETARY INFORMATION (FDD pages 32–33)
What This Means (2024 FDD)
According to Fly Fitness's 2024 Franchise Disclosure Document, research, development, and know-how are explicitly considered part of the brand's Confidential Information. As a franchisee, you will gain access to this Confidential Information, which includes various aspects of Fly Fitness's operational methods, systems, and intellectual property. This information is crucial for operating a Fly Fitness outlet and maintaining the brand's standards.
Fly Fitness requires franchisees to maintain the confidentiality of all Confidential Information. This means you must take reasonable measures to protect this information and prevent its unauthorized disclosure or use. You are prohibited from revealing any Confidential Information to another person or using it for any other business, both during the term of the Franchise Agreement and after it expires or is terminated. Additionally, you cannot copy any Confidential Information or provide it to a third party without prior written authorization from Fly Fitness.
Personnel who have access to Fly Fitness's Confidential Information must sign a Confidentiality/Non-Competition Agreement. This agreement reinforces the obligation to protect the Confidential Information and prevents unfair competition. Franchisees must promptly notify Fly Fitness of any unauthorized use of Confidential Information, although Fly Fitness is not obligated to take any specific action in response. Fly Fitness will indemnify franchisees for losses brought by a third party concerning the franchisee's use of Confidential Information, provided that the franchisee strictly complies with the Franchise Agreement.