What is the Bang Cookies franchisee required to do to maintain the confidentiality and secrecy of the Business Management System Data?
Bang_Cookies Franchise · 2024 FDDAnswer from 2024 FDD Document
Supplementing the foregoing, Franchisee agrees that the Business Management System will contain proprietary and confidential information owned by Franchisor and related to the System, and that:
- (1) Franchisee shall use the Business Management System and the Business Management System Data for the exclusive benefit of the Franchised Business and in accordance with the terms of this Agreement and Franchisor's standards and specifications as set forth in the operations manual;
- (2) All rights in and to the Business Management System are non-transferable and non-assignable to Franchisee and shall be utilized by Franchisee subject to the terms and conditions of this Agreement, Business Management System licenses that Franchisor may approve of and otherwise as determined by Franchisor in Franchisor's Reasonable Business Judgment;
- (3) As between Franchisee and Franchisor, Franchisor is and shall be the exclusive owner of the Business Management System Data, except that Franchisee shall store and maintain such data in accordance with all applicable local, state and federal privacy, data collection and solicitation laws. Among other things, upon expiration or termination of this Agreement for any reason, Franchisee shall preserve and maintain the Business Management System data for the purpose of transferring such data to Franchisor;
- (4) At all times, Franchisee shall provide and permit Franchisor to maintain direct and independent access to the Business Management System and Franchisee shall electronically transfer and transmit to Franchisor all Business Management System Data;
- (5) When instructed by Franchisor, Franchisee shall upgrade, replace and modify the Business Management System;
- (6) Franchisee shall promptly disclose to Franchisor all ideas and suggestions for modifications or enhancements to the Business Management System, to the configuration and templates associated with the Business Management System and that Franchisor shall have the right to use such ideas and suggestions and that Franchisee shall not receive or obtain any ownership rights or interests in any modifications or enhancements to the Business Management Software;
- (7) Other than permitting access to employees of the Franchised Business for the purpose of conducting the authorized operations of the Franchised Business, Franchisee shall not permit nor allow any third party to access, utilize or duplicate the Business Management System or the Business Management System Data without Franchisor's prior written consent;
- (8) Franchisee shall keep and maintain the Business Management System and the Business Management System Data as secret and confidential and Franchisee shall maintain security precautions to maintain the confidentiality and secrecy of the Business Management System Data and to prevent the unauthorized access or use; and
Source: Item 23 — RECEIPTS (FDD pages 56–245)
What This Means (2024 FDD)
According to the 2024 Bang Cookies Franchise Disclosure Document, franchisees have specific obligations to protect the confidentiality of the Business Management System Data. This data includes forms, customer information, inventory details, and sales figures entered into or maintained by the Business Management System. Bang Cookies requires franchisees to use the Business Management System and its data solely for the benefit of their franchised business, adhering to the franchise agreement and the standards outlined in the operations manual.
Franchisees must maintain security precautions to prevent unauthorized access or use of the Business Management System Data. Access to the system and its data is restricted to employees of the franchised business for authorized operations only, and franchisees cannot allow any third party to access, utilize, or duplicate the system or data without prior written consent from Bang Cookies. Franchisees are also required to keep the Business Management System and its data secret and confidential.
Furthermore, Bang Cookies retains ownership of the Business Management System Data, and franchisees must store and maintain this data in compliance with all applicable local, state, and federal privacy, data collection, and solicitation laws. Upon expiration or termination of the franchise agreement, franchisees are obligated to preserve and maintain the Business Management System data for transfer back to Bang Cookies. Franchisees must also provide and permit Bang Cookies to maintain direct and independent access to the Business Management System and electronically transmit all Business Management System Data to Bang Cookies.