What is the duration of the obligation to maintain the confidentiality of Angry Chickz's Confidential Information?
Angry_Chickz Franchise · 2025 FDDAnswer from 2025 FDD Document
Each Restricted Person shall: (i) not use the Confidential Information in any business or other endeavor other than in connection with the Franchised Business; (ii) refrain from disclosing the Confidential Information and maintain the absolute confidentiality of the Confidential Information during and after the Term; and (iii) make no unauthorized copy of any portion of the Confidential Information, including the Manual(s), bulletins, supplements, confidential correspondence, or other confidential communications, whether written or oral. In addition to any procedures prescribed by Company, Franchisee shall implement reasonable procedures prevent unauthorized use and disclosure of the Confidential Information. If Franchisee has any reason to believe that any employee or Restricted Person has improperly used or disclosed the Confidential Information, Franchisee shall promptly notify Company and shall cooperate with Company to protect Company against infringement or other unlawful use, including, the prosecution of any lawsuits if, in the judgment of Company, such action is necessary or advisable.
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 the 2025 Angry Chickz Franchise Disclosure Document, franchisees and other restricted persons must maintain the absolute confidentiality of Angry Chickz's confidential information both during the term of the franchise agreement and after its termination. This obligation extends to refraining from disclosing confidential information and preventing unauthorized copies of manuals, bulletins, correspondence, or other confidential communications, whether written or oral. Franchisees must also implement reasonable procedures to prevent unauthorized use and disclosure of confidential information.
This perpetual confidentiality obligation means that even after a franchisee leaves the Angry Chickz system, they are legally bound to protect the brand's trade secrets and confidential information. This is a standard practice in franchising, as it protects the franchisor's competitive advantage and proprietary knowledge.
The FDD also specifies that confidential information does not include information already in the public domain, known to the franchisee prior to disclosure by Angry Chickz (without breach of confidentiality), obtained from another source without breach of confidentiality, or independently developed by the franchisee. The franchisee bears the burden of proving that any of these exceptions apply. This clarifies the scope of confidential information and provides some limitations to the franchisee's obligations.