What are the specific obligations of a Management Recruiters franchisee regarding protecting client data (Item 9), and how do these obligations relate to the franchisor's training (Item 11)?

[Item 14: PATENTS, COPYRIGHTS, AND PROPRIETARY INFORMATION]

During the term of this Agreement, you may have access to and become acquainted with our Confidential Information, which includes but is not limited to the Trade Secrets (meaning all customer lists, sales and advertising and promotional information, employee lists, financial information furnished or disclosed to Franchisee by Franchisor, the Software, training and educational materials, the Brand Standards Materials, and other information with respect to Franchisor, the MRI System, and/or customers of Franchisor (i) of which Franchisee becomes aware as a result of its franchise relationship with Franchisor, (ii) which has actual or potential economic value to Franchisor from it not being generally known to other persons who could obtain economic value from its disclosure or use, or (iii) which is the subject of reasonable efforts by Franchisor to maintain its secrecy or confidentiality, whether assembled and compiled by Franchisee or produced and provided by Franchisor, and the physical embodiments of such information, all of which are the confidential and trade secret property of Franchisor), and, methods, 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 the Franchised Business; systems of operation, services, programs, products, procedures, policies, standards, techniques, requirements and specifications which are part of the System; the Brand Standards Materials; 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. 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 will 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.

• 1. Provide you with access to Brand Standards Materials (Franchise Agreement Section 7);
• 1. Advise you on the equipment and procedures necessary to locate and set up your business (Franchise Agreement Section 7);
• 1. Provide access to Franchisor's payroll and billing software (Franchise Agreement Section 7);
  • 1. Provide our New Office Training program (Franchise Agreement Section 8).

• Access to our online Brand Standards Materials. (Franchise Agreement Section 7);

• 1. Ongoing support and consultation as needed for the operation of the Franchise Business. (Franchise Agreement Section 7);
• 1. Post-opening assistance and consultation via telephone or in person at the Location at the sole and absolute discretion of Franchisor (Franchise Agreement Section 7);
  • 1. Back office services in exchange for a fee including:
  • updates to and maintenance of Franchisor's billing and payroll system;
  • invoicing customers for Recruiter Services and Contract Staffing Services;
  • accounts receivable and cash receipts application services;
  • basic accounting assistance including preparation of monthly profit and loss statements and balance sheets for the Franchise Business;
  • collections assistance including calls and demand letters, provided, however, that Franchisee shall bear ultimate responsibility for collections;
  • accounts payable assistance including payment of regular monthly, quarterly, and annual vendor invoices (which amounts Franchisee will advance to Franchisor) on behalf of Franchisee; and
  • optional liaison services between Franchisee and any professional employment organization or similar organization Franchisee selects to assist with benefits and payroll administration of internal staff.