What are the restrictions on divulging confidential information concerning the Ben Jerrys System and methods of operation, both during and after the term of the agreements?
Ben_Jerrys Franchise · 2025 FDDAnswer from 2025 FDD Document
You must not, during or after the term of the agreements you execute, divulge or use for the benefit of anyone else any confidential information concerning the System and the methods of operation of the Shops. You may divulge confidential information only to those employees who must have access to it in order to operate your Shop. Any and all information, knowledge, and other data which we designate as confidential will be deemed confidential.
Source: Item 14 — PATENTS, COPYRIGHTS, AND PROPRIETARY INFORMATION (FDD pages 65–66)
What This Means (2025 FDD)
According to the 2025 Ben Jerrys FDD, franchisees face significant restrictions on divulging confidential information, both during and after the franchise agreement. Franchisees must not communicate, divulge, or use confidential information for their own benefit or the benefit of others, except when operating their Ben Jerrys Scoop Shop. This restriction extends to employees, agents, and affiliates of the franchisee. Confidential information includes any knowledge related to Ben Jerrys and the System, communicated in any form, as well as the operations manual and related materials.
The definition of "confidential information" is broad, encompassing details about the System's development and operation, new products in testing, proprietary information about Ben Jerrys products, advertising and marketing plans, and information about scoop shop management. This also includes electronic communications on the B&J Extranet and email distribution lists. The FDD specifies that this list is not exhaustive, meaning Ben Jerrys may consider other information confidential as well.
These confidentiality obligations continue even after the termination of the franchise agreement. The only exception is for information that the franchisee can prove was already known to them or has become public knowledge through no fault of their own. Franchisees are only allowed to share confidential information with employees who need it to operate the Scoop Shop. Failure to comply with these confidentiality terms can lead to termination of the franchise agreement, as divulging confidential information is explicitly listed as a cause for termination in Section 15.2.8 of the FDD.