Is Focalpoint Coaching a third-party beneficiary of the Non-Disclosure and Non-Competition Agreement?
Focalpoint_Coaching Franchise · 2025 FDDAnswer from 2025 FDD Document
You agree to have our Non-Disclosure and Non-Competition Agreement (the current form of which is attached as Exhibit D of the Franchise Agreement) executed by all of the following persons: (i) the Business Manager and any supervisory or other employees and Associates who have received or will receive training from us, prior to their employment; (ii) if you are an entity, all your officers, directors, shareholders, partners, members and owners, and those of any entity directly or indirectly controlling you, at the same time the Franchise Agreement is signed, or at such time as they assume such status; and (iii) you, your owners and your and your owners' spouses. You agree to provide us copies of all executed Nondisclosure and Non-Competition Agreements no later than 10 days following their execution. We will be a third party beneficiary of that agreement with independent enforcement rights.
Source: Item 14 — Patents, Copyrights, and Proprietary Information (FDD pages 40–42)
What This Means (2025 FDD)
According to the 2025 Focalpoint Coaching Franchise Disclosure Document, Focalpoint Coaching is indeed a third-party beneficiary of the Non-Disclosure and Non-Competition Agreement. This agreement must be executed by several parties, including the Business Manager, supervisory employees, associates who receive training, and, if the franchisee is an entity, all officers, directors, shareholders, partners, members, and owners. The franchisee, their owners, and their spouses must also sign the agreement.
As a third-party beneficiary, Focalpoint Coaching has independent enforcement rights, meaning they can directly take legal action to enforce the terms of the agreement, even though they are not a direct party to the agreement itself. This is a significant protection for Focalpoint Coaching, ensuring that confidential information is protected and competition is restricted as outlined in the agreement.
This provision is fairly standard in franchising, as franchisors need to protect their trade secrets, customer relationships, and market position. By being a third-party beneficiary, Focalpoint Coaching can act swiftly and decisively to prevent any unauthorized disclosure of confidential information or competitive activities that could harm the Focalpoint Coaching brand and franchise system. Franchisees must provide copies of all executed Non-Disclosure and Non-Competition Agreements to Focalpoint Coaching within 10 days of execution, ensuring the franchisor has proper documentation.