Is Aunt Millies Bakeries' vendor pricing considered proprietary information?
Aunt_Millies_Bakeries Franchise · 2025 FDDAnswer from 2025 FDD Document
at any time make its own arrangements for terms and prices to its Outlets. Nothing herein shall require either party to pay slotting allowances or other similar fees or charges imposed by the Chains.
ARTICLE 6 CONFIDENTIALITY
§6.1 CONFIDENTIAL INFORMATION. As a result of this Agreement, DISTRIBUTOR may have access to or obtain certain information not available to the general public regarding AUNT MILLIE'S business ("Confidential Information"). DISTRIBUTOR acknowledges that the Confidential Information constitutes valuable trade secrets to AUNT MILLIE'S and DISTRIBUTOR agrees that it shall use AUNT MILLIE'S Confidential Information solely in accordance with the provisions of this Agreement and it will not disclose, or permit the disclosure of same, directly or indirectly, to any third party without AUNT MILLIE'S prior written consent. DISTRIBUTOR agrees to exercise due care in protecting the Confidential Information from unauthorized use and disclosure. However, DISTRIBUTOR has no responsibility for safeguarding any information that it can document in writing (i) is in the public domain through no fault of its own, (ii) was properly known to it, without restriction, prior to disclosure by AUNT MILLIE'S, (iii) was properly disclosed to it, without restriction, by another person with the legal authority to do so, (iv) is independently developed by DISTRIBUTOR without use or reference to AUNT MILLIE'S proprietary information or (v) is required to be disclosed pursuant to a
judicial or legislative order or proceeding; provided that, to the extent permitted by and practical under the circumstances, DISTRIBUTOR provides to AUNT MILLIE'S prior notice of the intended disclosure and an opportunity to respond or object to the disclosure or if prior notice is not permitted or practical under the circumstances, prompt notice of such disclosure.
§6.2 INJUNCTIVE RELIEF. In the event of actual or threatened breach of the provisions of this Article 6, AUNT MILLIE'S will be entitled to immediate injunctive and other equitable relief, without bond and without the necessity of showing actual damage.
Source: Item 14 — PATENTS, COPYRIGHTS AND PROPRIETARY INFORMATION (FDD page 31)
What This Means (2025 FDD)
According to the 2025 Aunt Millies Bakeries Franchise Disclosure Document, the pricing terms for products sold to distributors are established by Aunt Millie's and are subject to change at any time. Additionally, the document states that distributors may have access to information not available to the general public regarding Aunt Millie's business, which is considered "Confidential Information". This information constitutes valuable trade secrets to Aunt Millie's. Distributors must use this Confidential Information solely in accordance with the agreement and not disclose it to any third party without prior written consent from Aunt Millie's. Distributors are also expected to protect the Confidential Information from unauthorized use and disclosure.
This means that as an Aunt Millie's Bakeries distributor, you will receive products at prices set by Aunt Millie's, which can fluctuate. These prices, along with other business-related data you access, are considered confidential and proprietary. You are legally obligated to keep this information secret and protect it from unauthorized disclosure. Failure to comply with these confidentiality terms could lead to legal repercussions, as Aunt Millie's is entitled to seek injunctive and other equitable relief in the event of a breach or threatened breach of these provisions.
However, the distributor is not responsible for safeguarding information that is already publicly available, was known to them without restriction prior to disclosure by Aunt Millie's, was disclosed to them without restriction by another person with legal authority, was independently developed by the distributor, or is required to be disclosed by law. In the event of a legally required disclosure, the distributor must provide prior notice to Aunt Millie's, if practical, to allow them to respond or object to the disclosure.