What is Healthsource Chiropractic's definition of 'Confidential Information' and how is it protected?
Healthsource_Chiropractic Franchise · 2025 FDDAnswer from 2025 FDD Document
We and our affiliates have developed proprietary confidential information comprising methods, techniques, procedures, information, systems, and knowledge of and experience in the design and operation of HealthSource Chiropractic franchises, including but not limited to (1) services and products offered and sold at HealthSource Chiropractic franchises and knowledge of sales and profit performance of any one or more HealthSource Chiropractic franchises; (2) sources of products sold from HealthSource Chiropractic franchises; (3) advertising and promotional programs and image and decor; (4) HealthSource Chiropractic franchise image and decor; (5) methods, techniques, formats, specifications, procedures, information, systems and knowledge of and experience in the development, operation, and franchising of HealthSource Chiropractic franchises; (6) copyrighted or copyrightable materials, including, without limitation, office forms and procedures, training, promotional, and marketing materials, telephone scripts and the content of the Operations Manual and other works of authorship under or in connection with the operation of the System; and (7) the methods of training employees (collectively, the "Confidential Information"). We will disclose the Confidential Information to you in the initial training program described in Item 11, the Operations Manual lent to you, and guidance furnished to you during the term of your franchise. You will not acquire any interest in the Confidential Information other than the right to use it in the development and operation of your franchise during the term of the franchise.
The Confidential Information is proprietary, and, except to the extent that it is or becomes generally known in the industry or trade, is our trade secret, and is disclosed to you solely for your use in the operation of your franchise during the term of the franchise. You (1) must not use, directly or indirectly, the Confidential Information in any other business or capacity or for any purpose other than as needed in the development or operation of your franchise during the term of the franchise; (2) must maintain the confidentiality of the Confidential Information during and after the term of the franchise and not directly or indirectly publish or otherwise disclose it to any third party; (3) must not make unauthorized copies of any portion of the Confidential Information disclosed in written form or another form or media; and (4) must adopt and implement all reasonable procedures, including any that we may prescribe periodically, to prevent the unauthorized use or disclosure of any of the Confidential Information, including restrictions on disclosure to your employees and the use of nondisclosure clauses in employment agreements with your employees.
Source: Item 14 — Patents, Copyrights, and Proprietary Information (FDD pages 50–51)
What This Means (2025 FDD)
According to Healthsource Chiropractic's 2025 Franchise Disclosure Document, Confidential Information encompasses a wide array of proprietary assets, including methods, techniques, procedures, information, systems, and knowledge related to the design and operation of HealthSource Chiropractic franchises. This includes specifics about services and products, sales performance data, product sourcing, advertising strategies, franchise image and decor, operational methodologies, copyrighted materials like office forms and training content, and employee training methods. Healthsource Chiropractic discloses this Confidential Information during the initial training program, through the Operations Manual, and via ongoing guidance throughout the franchise term. Franchisees are granted the right to use this information solely for the development and operation of their Healthsource Chiropractic franchise.
Healthsource Chiropractic emphasizes that this Confidential Information is proprietary and considered a trade secret, shared with franchisees strictly for use within their franchise operations. Franchisees are prohibited from using the Confidential Information in any other business or capacity, or for any purpose outside of their Healthsource Chiropractic franchise. They must maintain the confidentiality of this information both during and after the franchise term, preventing any unauthorized disclosure to third parties.
To protect this Confidential Information, Healthsource Chiropractic franchisees must not make unauthorized copies of any disclosed materials. They are also required to implement reasonable procedures to prevent unauthorized use or disclosure, including restricting access to employees and using non-disclosure agreements in employment contracts. These measures ensure that the Confidential Information remains protected and is not disseminated beyond authorized individuals, safeguarding Healthsource Chiropractic's competitive advantage and proprietary knowledge.