Under what condition can I disclose or use Spray Net's Confidential Information?
Spray_Net Franchise · 2025 FDDAnswer from 2025 FDD Document
During the initial and any renewal terms of the Franchise Agreement and this Guaranty, you will receive information, which Franchisor considers to be Confidential Information, trade secrets and/or confidential information, including without limitation: (i) site-selection criteria; (ii) methods, techniques and trade secrets for use in connection with the proprietary business operating system that Franchisor and its affiliates have developed (the "System")forthe establishment and operation of a SPRAY-NET business(each, an "Franchised Business") and/or franchise (each, a "Franchised Business"); (iii) marketing research and promotional, marketing and advertising programs for the Franchised Business; (iv) knowledge of specification for and suppliers of, certain products, fixtures, furnishings, equipment and inventory used at the Franchised Business (v) knowledge of the operating results and financial performance of other Franchised Businesses; (vi) customer communication and retention programs, along with data used or generated in connection with those programs; (vii) Franchisor's proprietary Manuals and other instructional manuals, as well as any training materials and information Franchisor has developed for use in connection with the System; (viii) information regarding the development of Franchisor's proprietary marks (the "Proprietary Marks"); (ix) information generated by, or used or developed in, an Franchised Business's
Source: Item 23 — RECEIPTS (FDD pages 75–219)
What This Means (2025 FDD)
Based on the 2025 Franchise Disclosure Document, the circumstances under which a Spray Net franchisee can disclose or use the franchisor's confidential information are not explicitly detailed within the provided excerpts. However, the FDD does state that during the term of the Franchise Agreement, franchisees will receive information that Spray Net considers confidential, including site-selection criteria, methods, techniques, trade secrets, marketing research, knowledge of suppliers, operating results, customer communication programs, proprietary manuals, information regarding proprietary marks, and information generated by the Franchised Business.
While the excerpts do not specify the exact conditions for permissible disclosure or use of confidential information, they emphasize the importance of maintaining confidentiality. The documents mention a Confidentiality and Restrictive Covenant Agreement that franchisees must use for their management personnel and officers/directors, suggesting that there are specific restrictions and obligations related to confidential information. Additionally, the Spray-Network, Spray Net's proprietary software, is protected, and franchisees are restricted from selling, redistributing, or reverse engineering it.
To fully understand the conditions under which a Spray Net franchisee can disclose or use confidential information, it is essential to review the complete Franchise Agreement and related exhibits, particularly the Confidentiality and Restrictive Covenant Agreement. Prospective franchisees should seek clarification from Spray Net regarding the specific terms and limitations on the use and disclosure of confidential information to ensure compliance and avoid potential breaches of contract.