What agreement must a Southern Steer franchisee, their Designated Manager, Operating Principal, and other related parties execute regarding Confidential Information and Trade Secrets?
Southern_Steer Franchise · 2025 FDDAnswer from 2025 FDD Document
We will require You, Your Designated Manager, Operating Principal and each of Your officers, owners, directors, key employees, other beneficial owners and immediate family members who become aware of Our Confidential Information and Trade Secrets to execute Our Non-Competition and Non-Disclosure Agreement, attached to the Franchise Agreement as Attachment J-1 and J-2.
If You, Your Designated Manager, Operating Principal, owners, directors, employees or other beneficial owners develop any new intellectual property, inventions, copyrights, trade secrets, concepts, processes, recipes, products, or improvements to the operation or promotion or otherwise in relation to Southern Steer Business (collectively, "Improvements") You must promptly notify Us and give Us all necessary information, at no charge. The Improvements will be Our property and You, Your Designated Manager, Operating Principal, owners, directors, employees, or other beneficial owners, will be required to sign an assignment of such Improvements to Us. We may allow other Franchisees to use the Improvements and We may allow You to use Improvements derived from other Franchisees.
Source: Item 14 — ITEM. 14 PATENTS, COPYRIGHTS AND PROPRIETARY INFORMATION (FDD pages 40–41)
What This Means (2025 FDD)
According to Southern Steer's 2025 Franchise Disclosure Document, Southern Steer requires the franchisee, their Designated Manager, Operating Principal, and certain related parties to execute a Non-Competition and Non-Disclosure Agreement. This agreement is attached to the Franchise Agreement as Attachment J-1 and J-2. The related parties who must sign this agreement include the franchisee's officers, owners, directors, key employees, other beneficial owners, and immediate family members who become aware of Southern Steer's Confidential Information and Trade Secrets.
This requirement ensures that Southern Steer's sensitive business information, such as recipes, operational methods, and financial data, remains protected. By having all relevant parties sign the Non-Competition and Non-Disclosure Agreement, Southern Steer aims to prevent the unauthorized use or dissemination of its proprietary information, both during the term of the franchise agreement and after its termination. This is a standard practice in franchising to safeguard the brand's competitive advantage and protect its trade secrets.
The agreement also addresses intellectual property developed during the franchise term. If the franchisee, their Designated Manager, Operating Principal, owners, directors, employees, or other beneficial owners develop any improvements related to the Southern Steer business, they must promptly notify Southern Steer and provide all necessary information. These improvements become the property of Southern Steer, and the relevant parties will be required to sign an assignment to formally transfer the rights to Southern Steer. This allows Southern Steer to incorporate successful innovations across the franchise system.
Overall, these measures are designed to protect Southern Steer's confidential information and intellectual property, ensuring the continued success and integrity of the franchise system. Prospective franchisees should carefully review Attachments J-1 and J-2 of the Franchise Agreement to fully understand the scope and terms of the Non-Competition and Non-Disclosure Agreement.