What is the condition under which the franchisee can independently develop information similar to Angry Chickz's confidential information?
Angry_Chickz Franchise · 2025 FDDAnswer from 2025 FDD Document
12.2.2 "Confidential Information" shall not include information which: (a) has entered the public domain or was known to Franchisee prior to Company's disclosure of such information to Franchisee, other than by the breach of an obligation of confidentiality owed (by anyone) to Company or its Affiliates; (b) becomes known to the Restricted Persons from a source other than Company or its Affiliates and other than by the breach of an obligation of confidentiality owed (by anyone) to Company or its Affiliates; or (c) was independently developed by Franchisee without the use or benefit of any of Company's Confidential Information. The burden of proving the applicability of the foregoing will reside with Franchisee.
Source: Item 22 — CONTRACTS (FDD page 54)
What This Means (2025 FDD)
According to Angry Chickz's 2025 Franchise Disclosure Document, a franchisee can independently develop information similar to the franchisor's confidential information if it is done without using or benefiting from any of Angry Chickz's confidential information. However, the franchisee bears the burden of proving that the information was developed independently and without reliance on Angry Chickz's confidential information.
This means that if a franchisee creates a recipe or business method entirely on their own, without any knowledge or assistance derived from Angry Chickz, that creation would not be considered a breach of confidentiality. However, the franchisee must be prepared to demonstrate that their independent development was truly separate from the franchisor's proprietary information.
This clause protects Angry Chickz's trade secrets and proprietary information while allowing franchisees to innovate independently. It also highlights the importance of documenting the development process if a franchisee independently creates something similar to Angry Chickz's confidential information, as they will need to prove its independent origin if challenged.