Does the definition of 'Confidential Information' for Pearce Bespoke include trade secrets?

According to Pearce Bespoke's 2025 Franchise Disclosure Document, the definition of "Confidential Information" explicitly includes trade secrets. The franchise agreement states that confidential information means all information, knowledge, trade secrets, or know-how utilized by the Business System, or which otherwise concerns Franchisee's or Franchisor's systems of operation, programs, services, products, customers, practices, materials, books, records, manuals, computer files, databases, or software. This broad definition ensures that a wide array of sensitive business information is protected under the confidentiality clause of the franchise agreement.

This definition places a significant responsibility on the franchisee and their personal guarantors to safeguard Pearce Bespoke's proprietary information. Franchisees must not divulge or use any of the franchisor's confidential information for the benefit of any third party during the term of the agreement or at any time after the agreement expires or terminates. They are also prohibited from aiding any third party to imitate, duplicate, or "reverse engineer" any of Pearce Bespoke's confidential information. This obligation extends not only to the franchisee but also to their employees who have access to confidential information, as they are required to sign confidentiality agreements.

The FDD also outlines specific measures to protect confidential information, such as restricting the copying, duplication, or reproduction of any confidential information. Upon termination of the agreement, franchisees must return or destroy all confidential information as requested by Pearce Bespoke. Furthermore, all customer lists or information adduced by the Pearce Bespoke Franchise is Franchisor's property, not the property of Franchisee or Personal Guarantors. Franchisor may use this information to market to Franchisee's customers during and after the term of the Franchise Agreement.

Pearce Bespoke also requires franchisees to implement security measures to protect confidential information. Franchisees must only divulge confidential information to operational personnel on a "need to know" basis and must take all necessary precautions to ensure that these individuals maintain the confidentiality of the information. This includes requiring managerial employees and corporate officers to sign Confidentiality/Non-Competition Agreements. Franchisees are responsible for prosecuting breaches of these agreements and must indemnify Pearce Bespoke for any losses resulting from their failure to obtain these agreements from employees.