Who is included in the definition of 'Representatives' for a Petro Stopping Center franchisee, with respect to confidentiality obligations?
Petro_Stopping_Center Franchise · 2025 FDDAnswer from 2025 FDD Document
NOW, THEREFORE, in consideration of the premises above, and the mutual covenants and agreements set forth herein and in the Franchise Agreement, and other good and valuable consideration, the parties hereto agree as follows:
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- Franchisee covenants and agrees for and on behalf of itself and each of its officers, directors, shareholders, employees and agents ("Representatives"), that it shall at all times hold, treat and maintain as secret and confidential (unless disclosure is requested by Franchisor or is required pursuant to court order, subpoena in governmental proceeding, arbitration or other requirement of law) all Confidential Information (as defined in the Franchise Agreement). In the event Franchisee is legally compelled to disclose any of the Confidential Information, it is agreed that Franchisee will provide Franchisor with prompt written notice of such request so that Franchisor may seek a protective order or other appropriate remedy or waive compliance with the provisions of this Agreement. In the event that such protective order or other remedy is not obtained, or Franchisor waives compliance with the provisions of this Agreement, Franchisee agrees that it will furnish only that portion of the Confidential Information and other information which, in the written opinion of its counsel, it is compelled to disclose or else stand liable for contempt or suffer other censure or penalty, and Franchisee will exercise its best efforts to obtain reliable assurance that confidential treatment will be accorded to that portion of the Confidential Information and other information which is being disclosed.
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- Franchisee covenants and agrees to disclose Confidential Information only to those Representatives who need to know such information for the purpose of operating the Franchised Business, and who (a) are advised by Franchisee of this Agreement and its terms, and (b) agree to be bound by the provisions hereof. Franchisee further covenants and agrees who to make all reasonable, necessary and appropriate efforts to protect and safeguard the Confidential Information from disclosure to anyone other than as permitted hereby. In furtherance of such efforts, Franchisee agrees that it will not, without the prior written consent of Franchisor, duplicate or distribute the Confidential Information to anyone other than as permitted hereby.
Source: Item 4 — Other Owners: (FDD pages 228–302)
What This Means (2025 FDD)
According to Petro Stopping Center's 2025 Franchise Disclosure Document, the term 'Representatives,' with respect to confidentiality obligations, includes the franchisee's officers, directors, shareholders, employees, and agents. This means that the franchisee is responsible for ensuring that all these individuals maintain the secrecy and confidentiality of Petro Stopping Center's confidential information.
The franchisee must disclose confidential information only to those representatives who need to know the information for operating the franchised business. Furthermore, the franchisee must advise these representatives of the confidentiality agreement's terms and ensure they agree to be bound by its provisions. This highlights the importance of training and clear communication within the franchisee's organization regarding confidential information.
The franchisee is also required to make all reasonable, necessary, and appropriate efforts to protect and safeguard confidential information from unauthorized disclosure. This includes not duplicating or distributing confidential information without prior written consent from Petro Stopping Center, except as permitted by the agreement. These measures are in place to protect Petro Stopping Center's proprietary information and maintain its competitive advantage.