Does Precision Door Service own all Customer Information?

[Item 22: Contracts]

In consideration of the foregoing and the promises and consideration below, you and we agree as follows:

DEFINITIONS

• 1. For purposes of this Agreement, the terms below have the following definitions (other terms are defined in the body of this Agreement):
  • A. "Business" means the PRECISION GARAGE DOOR SERVICE® Business you develop and operate pursuant to this Agreement.
  • B. "Confidential Information" means any proprietary and non-public information, data, Intellectual Property, materials and know-how relating to the development or operation of PRECISION GARAGE DOOR SERVICE® Businesses, whether contained in the Operations Manual or otherwise, including, but not limited to: (1) training programs and materials; (2) databases of customers and potential customers, including Customer Information; (3) sales and marketing programs and techniques for PRECISION GARAGE DOOR SERVICE® Businesses; (4) knowledge of operating systems of PRECISION GARAGE DOOR SERVICE® Businesses; and (5) computer systems, technology and software programs.
  • C. "Customer" means any person or entity (1) included on any marketing or customer lists you develop or use, including any such list provided by us to you; (2) who has purchased or purchases products or services from you during the term (even if you have solicited the person and/or established a relationship independent of us and without our assistance) or whom you have solicited to purchase any products or services; (3) for whom you provide products or services on

our behalf or at our direction; and (4) if any of the foregoing is an entity, all employees of such entity.

• D. "Customer Information" means any contact information (including name, address, phone and fax numbers, and e-mail addresses), sales and payment history, and all other information about any Customer, including any personal information that identifies, relates to, describes, is capable of being associated with, or could reasonably be linked, directly or indirectly, with a particular individual or household.

You must immediately comply with the post-term noncompetition obligations under Section 9.D, cease all use and display of the Marks, all other Intellectual Property associated with the System and of any proprietary material (including the Operations Manual) and of all or any portion of promotional materials furnished or approved by us, assign and transfer all right, title and interest in the telephone numbers, domain names, and social media or digital marketing accounts used at any time for the Business and cancel or assign, at our option, any assumed name rights or equivalent registrations filed with authorities. You are solely responsible for removing and ceasing use of the Marks on any social media or digital marketing accounts that you setup for the Business and providing us with written confirmation of the same. You must immediately pay all sums due to us, our affiliates or designees and to third parties, such debts being accelerated automatically without further notice to you. You must immediately deliver to us, at your expense, all copies of the Operations Manual, Customer lists and ongoing Customer contracts then in your possession or control or previously disseminated to your employees and continue to comply with the confidentiality provisions of Section 5.H.

You certify that you understand the restrictions in Paragraphs (1) – (9) of this section and will comply with them. You also acknowledge and agree that we may modify these restrictions from time to time by written notice to you, by issuing updates to our standards and policies pertaining to Privacy Laws, including by adding other similar restrictions that may be required under other state or federal Privacy Laws, and you agree to comply with the same. You also agree to execute any addenda that we may determine are required to conform this Agreement to new or changed Privacy Laws.

To the extent that you engage another person third party to collect, use, sell, share, store, disclose, analyze, delete, modify, or to otherwise perform any processing of Customer Information for the purpose of operating the Business (a "Subprocessor"), you will notify us of such engagement, which shall be governed by a written contract that includes the same restrictions as in Paragraphs (1) – (9) of this section and imposes reasonable confidentiality obligations and privacy and security controls on the Subprocessor.

Source: Item 22 — Contracts (FDD pages 91–92)