What is the Bambu franchisee obligated to do regarding the confidentiality of the Bambu system?
Bambu Franchise · 2025 FDDAnswer from 2025 FDD Document
Franchisee further acknowledges that Bambu has expended a great amount of effort and money in obtaining and developing the Confidential Information, that it would be very costly for competitors to acquire or duplicate the Confidential Information and that any unauthorized disclosure of such Confidential Information shall cause irreparable harm to Bambu.
Consequently, Franchisee shall not at any time, publish, disclose, divulge or in any manner communicate to any person, firm, corporation, association, partnership or any other entity whatsoever or use, directly or indirectly, for its own benefit or for the benefit of any person, firm, corporation or other entity other than for the use of Bambu or Franchisee's shoppe, any of the Confidential Information of Bambu or its affiliates.
Bambu and Franchisee agree that the Confidential Information does not include information that is generally available to the public.
- 21.4 Confidentiality Agreements.
Bambu reserves the right to require that Franchisee cause each of its officers, directors, partners, shareholders, members, managers, and employees (including employed Bambū Certified Team Leaders) who have access to the Confidential Information, and their immediate family members, to execute and submit to Bambu a Nondisclosure and Noncompetition Agreement containing the above restrictions, in a form approved by Bambu containing the restrictive covenants of this Agreement.
If Bambu requires any immediate family member to execute a Nondisclosure and Noncompetition Agreement subsequent to the execution of this Agreement by Franchisee, Franchisee must use its best efforts to cause that immediate family member to execute the Nondisclosure and Noncompetition Agreement.
Franchisee will provide to Bambu a copy of each Nondisclosure and Noncompetition Agreement signed by any such individual immediately following its execution and thereafter upon Bambu's request.
- 21.5 Non-Disparagement.
Franchisee agrees that it shall not take any action or make any statements to any third parties that would constitute a criticism, denigration or disparagement of Bambu or its Bambū system or would tend to be injurious to the reputation or goodwill of Bambu or its Marks, or which in any manner may interfere with the business affairs or business relations of Bambu.
Source: Item 23 — Receipts (FDD pages 52–209)
What This Means (2025 FDD)
According to Bambu's 2025 Franchise Disclosure Document, the franchisee acknowledges that the Bambu system's distinctive business format, operating methods, recipes, menus, marketing systems, manuals, trademarks, and know-how are proprietary and confidential. The franchisee recognizes that this Confidential Information is unique, exclusive property, a trade secret of Bambu, and has valuable goodwill associated with it.
The franchisee must not disclose or use any Confidential Information without authorization, as it would cause irreparable injury and harm to Bambu. This includes, but is not limited to, drink and food item preparation information, ingredients and cooking recipes, menus, food preparation techniques and methods, customer and loyalty member lists, vendor lists, information contained in the FRC Materials, and any information that gives Bambu an advantage over competitors.
Specifically, the franchisee is prohibited from publishing, disclosing, divulging, or communicating any of Bambu's Confidential Information to any person or entity, or using it for their own benefit or the benefit of others, except for the use of Bambu or the franchisee's shoppe. However, information generally available to the public is excluded from this confidentiality obligation. Bambu also reserves the right to require the franchisee to ensure that its officers, directors, partners, shareholders, members, managers, employees, and their immediate family members sign a Nondisclosure and Noncompetition Agreement. The franchisee must provide Bambu with a copy of each signed agreement.
In addition to maintaining confidentiality, the franchisee must not take any action or make statements that criticize, denigrate, or disparage Bambu or its system, or that could harm Bambu's reputation or goodwill. This includes refraining from unauthorized associations between the Bambu shoppe and any political, religious, social, cultural, or similar group that could result in adverse publicity for the Bambu system.