What obligation does a Petro Stopping Center franchisee have regarding the confidentiality of information after the termination of the franchise agreement?
Petro_Stopping_Center Franchise · 2025 FDDAnswer from 2025 FDD Document
We will be deemed to own the Improvements and may use them and authorize you and others to use them in the operation of Petro Centers.
Improvements will then also constitute Confidential Information.
- 11.3 Confidentiality Obligations.
You agree that your relationship with us does not vest in you any interest in the Confidential Information other than the right to use it in the development and operation of your Petro Center, and that the use or duplication of the Confidential Information in any other business would constitute an unfair method of competition.
You acknowledge and agree that the Confidential Information is proprietary, includes trade secrets belonging to us or our Affiliates and is disclosed to you or authorized for your use solely on the condition that you agree, and you therefore do agree, that you:
(a) will not use the Confidential Information in any other business or capacity;
(b) will maintain the absolute confidentiality of the Confidential Information during and after the Term;
(c) will not make unauthorized copies of any portion of the Confidential Information disclosed via electronic medium, in written form or in other tangible form, including, for example, the Manuals; and
(d) will adopt and implement all reasonable procedures we may prescribe from time to time to prevent unauthorized use or disclosure of the Confidential Information, including, restrictions on disclosure to your employees and the use of nondisclosure and noncompetition agreements we may prescribe for employees or others who have access to the Confidential Information.
11.4 Exceptions to Confidentiality.
The restrictions on your disclosure and use of the Confidential Information will not apply to the following:
(a) disclosure or use of information, processes, or techniques which are generally known to the public and used in the Petro Centers (as long as the availability is not because of a disclosure by you), provided that you have first given us written notice of your intended disclosure and/or use; and
(b) disclosure of the Confidential Information in judicial or administrative proceedings when and only to the extent you are legally compelled to disclose it, provided that you have first given us the opportunity to obtain an appropriate protective order or
other assurance satisfactory to us that the information required to be disclosed will be treated confidentially.
Source: Item 14 — Other investments (FDD pages 131–208)
What This Means (2025 FDD)
According to Petro Stopping Center's 2025 Franchise Disclosure Document, franchisees have specific and ongoing confidentiality obligations regarding proprietary information, both during and after the franchise term. Petro Stopping Center discloses Confidential Information to the franchisee and their personnel through manuals, training, and guidance. The franchisee also agrees to disclose any improvements they develop related to the Petro Center, which then become the property of Petro Stopping Center and also classified as Confidential Information.
The franchisee must maintain absolute confidentiality of the Confidential Information during and after the term of the Franchise Agreement. This includes not using the Confidential Information in any other business or capacity and preventing unauthorized copies of the information, whether it's in electronic, written, or tangible form. The franchisee is also expected to implement reasonable procedures to prevent unauthorized use or disclosure of Confidential Information, including imposing restrictions on disclosure to employees and using non-disclosure and non-competition agreements for those with access to the information.
There are limited exceptions to these confidentiality obligations. The restrictions do not apply to information, processes, or techniques that are generally known to the public and used in Petro Centers, as long as the franchisee did not cause the information to become public. Additionally, disclosure of Confidential Information is permitted in judicial or administrative proceedings if legally compelled, provided that Petro Stopping Center is given the opportunity to obtain a protective order or assurance that the information will be treated confidentially.