What is the Itan franchisee required to do before their employees access confidential information?
Itan Franchise · 2025 FDDAnswer from 2025 FDD Document
igin, cannot be used as a defense against our enforcement of this Agreement.
- (d) Each section of this Agreement (and portion thereof) is severable. If any section (or portion thereof) is unenforceable, it shall not affect the enforceability of any other section (or portion thereof). A court may revise any provision of this Agreement to the extent necessary to make the provision enforceable.
This Brand Protection Agreement is executed as of the date or dates set forth below.
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ATTACHMENT "G"
TO FRANCHISE AGREEMENT
CONFIDENTIALITY AGREEMENT
[See Attached]
CONFIDENTIALITY AGREEMENT
This Agreement (this "Agreement") is entered into by the undersigned ("you") in favor of iTAN Franchising, Inc., a California corporation and its successors and assigns ("us").
- 1. DEFINITIONS. Capitalized terms that are not defined above have the meanings given to them below:
- "Business Data" means all data pertaining to Franchisee's Salon, customers and business operations, whether collected by you, Franchisee, us or any other person.
- "Confidential Information" means and includes: (a) Know-How; (b) Business Data; (c) information in the Manual or comprising the System; (d) terms of the Franchise Agreement (and related agreements) signed by Franchisee in connection with the Salon; and (e) all other concepts, ideas, trade secrets, financial information, marketing strategies, expansion strategies, studies, supplier information, customer information, franchisee information, investor information, flow charts, inventions, mask works, improvements, discoveries, standards, specifications, formulae, recipes, designs, sketches, drawings, policies, processes, procedures, methodologies and techniques, together with analyses, compilations, studies or other documents that are: (i) designated as confidential; (ii) known by you to be considered confidential by us; and/or (iii) reasonably to be considered confidential due to their nature. Confidential Information does not include information that: (a) is now, or subsequently becomes, generally available to the public (except as a result of a breach of confidentiality obligations by you, Franchisee or Franchisee's owners, employees or other constituents); (b) you can demonstrate was rightfully in your possession, without obligation of nondisclosure, before we (or any person associated with us) or Franchisee (or any person associated with Franchisee) disclosed the information to you; (c) is independently developed by you without any use of, or reference to, any Confidential Information; or (d) is rightfully obtained from a third party who has the right to transfer or disclose the information to you without breaching a confidentiality covenant imposed on such third party.
Source: Item 23 — RECEIPT (FDD pages 44–190)
What This Means (2025 FDD)
According to Itan's 2025 Franchise Disclosure Document, before an employee of an Itan franchisee gains access to confidential information, they must sign a confidentiality agreement. This agreement is between the employee or independent contractor and iTAN Franchising, Inc.
The confidentiality agreement outlines the employee's obligations regarding Itan's intellectual property and confidential information. Specifically, the employee must agree to:
- Refrain from using the Intellectual Property or Confidential Information in any business or for any purpose other than the operation of Franchisee's Salon
- Maintain the confidentiality of Confidential Information at all times
- Refrain from making unauthorized copies of documents containing Confidential Information
- Take all steps we reasonably require to prevent unauthorized use or disclosure of Confidential Information
- Immediately stop using the Intellectual Property and Confidential Information at such time that you are no longer an employee or independent contractor of Franchisee.
This agreement ensures that Itan's proprietary information remains protected and is only used for the benefit of the franchise. It also stipulates that any improvements developed by the employee related to the Itan system are to be assigned to Itan Franchising, Inc., ensuring that innovations within the franchise network benefit the entire system.