What constitutes Confidential Information for an Afuri Ramen Dumpling franchise?
Afuri_Ramen_Dumpling Franchise · 2024 FDDAnswer from 2024 FDD Document
d to grant any variance to you under any circumstances. You will not require us to disclose or grant to you a like or similar variation.
5.6 You Will Not Communicate or Use Confidential Information.
- 5.6.1 You specifically acknowledge that you will receive valuable specialized and Confidential Information, including information regarding our operational, sales, promotional and marketing methods and techniques, operating procedures, processes, practices, lists of suppliers, customer lists, manuals, communications methods, accounting and reporting methods, use of custom or proprietary software, marketing and sales techniques and strategies (collectively referred to as "Confidential Information" or "Proprietary Information" in this Agreement), and the System. Unless required by court order or applicable law, you agree not to copy, download to internet, intranet, modem, fax, e-mail, mail or send any Confidential Information or divulge any Confidential Information directly or indirectly to any other person or enterprise outside of the Afuri system.
- 5.6.2 During the term of this Agreement and forever after it expires or is terminated, you will never:
- A. communicate, fax, e-mail, post on an internet electronic bulletin board, or
- B. divulge or use in any other manner (either for your benefit or the benefit or any other person, persons, partnerships, associations, companies or corporations, except for the benefit of your Afuri franchise during the term of this Agreement)
any Confidential or Proprietary Information, knowledge or know-how concerning the System or any information we have communicated to you in written, verbal or electronic form, (including intranet passwords) for the operation of your Franchise.
- 5.6.3 The System includes valuable Proprietary and Confidential information. Unless required by court order or applicable law, you agree to not communicate or divulge the contents of our Operations Manuals or any other information related to the System or to the operation of the Franchise or our franchise system to any person or entity except those we authorize in writing to receive the information. You agree that these contents and information are confidential. They include information that is our exclusive property, and you may only use them in the Franchise subject to the provisions and duration of this Agreement.
Source: Item 23 — Receipts (FDD pages 50–189)
What This Means (2024 FDD)
According to Afuri Ramen Dumpling's 2024 Franchise Disclosure Document, Confidential Information includes specialized details regarding the franchise's operations. This encompasses operational, sales, promotional, and marketing methods and techniques, along with operating procedures, processes, and practices. It also extends to lists of suppliers, customer lists, manuals, communication methods, accounting and reporting methods, the use of custom or proprietary software, and marketing and sales techniques and strategies, all of which are collectively referred to as Confidential Information or Proprietary Information. The System itself is also considered confidential.
As an Afuri Ramen Dumpling franchisee, you acknowledge the receipt of this Confidential Information and agree to safeguard it. Unless legally compelled by a court order or applicable law, franchisees must not copy, download, or share this information with anyone outside the Afuri system. This restriction applies both during the term of the Franchise Agreement and indefinitely after its expiration or termination.
Franchisees are expected to exercise a high degree of care to protect Confidential Information from loss, theft, or inadvertent disclosure, using at least the same level of confidentiality protection as they would for their own proprietary information. This includes ensuring that employees and consultants who have access to Confidential Information are bound by confidentiality and non-use agreements. If a franchisee or their personnel receive a subpoena or other legal process requiring the production of Confidential Information, they must immediately notify Afuri Ramen Dumpling so the franchisor can take steps to protect its interests.