Does the Focalpoint Coaching Nondisclosure and Non-Competition Agreement specify any exceptions to the non-use of confidential information?

According to Focalpoint Coaching's 2025 Franchise Disclosure Document, the Nondisclosure and Non-Competition Agreement outlines specific exceptions regarding the use of confidential information. The agreement states that confidential information does not include information that the franchisee can demonstrate lawfully came to their attention before Focalpoint Coaching provided it, or information that was already generally known in the business training and consulting industry at the time of disclosure through publication or communication by others without violating any obligations to Focalpoint Coaching. Additionally, information that lawfully becomes generally known in the industry after Focalpoint Coaching discloses it, again through publication or communication by others without violating any obligations, is also excluded.

However, the agreement places the burden of proof on the franchisee to demonstrate that any information they claim is not confidential meets one of these exceptions. This means that if Focalpoint Coaching includes any matter in its confidential information, the franchisee must prove that it falls under one of the outlined exclusions. This provision is significant because it clarifies the scope of confidential information and sets a clear standard for franchisees to follow.

This aspect of the agreement is fairly standard in franchising, as franchisors typically need to protect their proprietary information and trade secrets. The exceptions provided ensure that franchisees are not unduly restricted from using information that was already known to them or is publicly available. However, the requirement that the franchisee must prove the exception exists places a responsibility on the franchisee to maintain records and be prepared to demonstrate the source and timing of their knowledge.