A restraint of trade clause in a franchise agreement may be unreasonable where the agreement already contains a comprehensive contractual regime for the return or destruction of the franchisor's intellectual property upon termination, and the confidential information that might remain in the former franchisee's memory is of short-term applicability (e.g., rapidly changing prices and titles, transient customer base). The nature and longevity of the confidential information is critical to assessing whether a separate restraint is justified beyond the contractual return/destruction obligations.
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