In modern-day franchising the franchisor will license his business model and operational strategies to folks who will run the franchised outlets. To ensure quality, consistency and customer service the franchisor will define in the confidential operations manual be exact method of doing business. Often in these confidential operations manuals they will nearly address every single possible aspect of the franchised business model.In doing so, the franchisor risks giving away secrets, which might fall into the hands of competitors. Therefore protection of the confidential operations manual in franchising is essential.
It is for this reason that I came up with additional clauses for our franchise agreements to protect our proprietary information in our franchise company. Below you will find a copy of that clause;.4.1.6 Confidential Operations Manual.
Franchisor will lend Franchisee a copy of The Company's Confidential Operations Manual (as it may be revised, the "Confidential Operations Manual") or provide Franchisee with one password to access the loaned copy of the Confidential Operations Manual on our Franchisee Forum intranet system to use during the term of this Agreement. Franchisor may revise the contents of the Confidential Operations Manual to convey to Franchisee advancements and new developments in sales, marketing, operational techniques and other items and procedures relevant to the operation of the Franchised Business. Franchisor will send new pages, diskettes or a completely revised Confidential Operations Manual to Franchisee, at no cost to Franchisee. Franchisee shall bear the responsibility and the cost of translating the Confidential Operations Manual into any language other than English.
Franchisee shall promptly arrange for any such translation and submit it to Franchisor for approval. All right, title and interest in and to such translated materials and directives shall vest in Franchisor and Franchisee shall execute (and cause to be executed by the translator and/or Franchisee's employees and agents) such documents as Franchisor may require for this provision to be given full effect.----- ---- -----.
This is indeed a very important point for all franchisors who franchise both domestically and internationally. If you are a franchise company you would be well advised to consult a franchising attorney on this issue. This way you can address it up front in the franchising agreements.
Consider this in 2006.
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By: Lance Winslow
