What is Ben Jerrys willing to provide to the prospective operator, subject to the agreement's terms?
Ben_Jerrys Franchise · 2025 FDDAnswer from 2025 FDD Document
NOW, THEREFORE, in consideration of the [training][information being provided to] of PROSPECTIVE OPERATOR by BEN & JERRY'S, the parties agree as follows:
- For purposes of this Agreement, "Confidential Information" means: (a) any and all information, knowledge, or know-how relating to BEN & JERRY'S and the System which may be communicated to PROSPECTIVE OPERATOR prior to, on, or after the date of this Agreement, whether communicated in writing, orally, electronically, by inspection, or by sample, exhibit, training, demonstration, or by other means; and (b) all manuals, information, and materials received by PROSPECTIVE OPERATOR from BEN & JERRY'S; provided, however, it shall not include information which PROSPECTIVE OPERATOR can demonstrate came to its attention prior to disclosure thereof by BEN & JERRY'S, or which at or after the time of disclosure by BEN &
JERRY'S to PROSPECTIVE OPERATOR, had become or later becomes part of the public domain through publication or communication by others.. Confidential Information may include, but is not limited to, information relating to the development and operation of the System, including new products that may be in the testing stage; proprietary information and trade secrets regarding the Ben & Jerry's Products and the preparation of the Ben & Jerry's Products; advertising and marketing plans and materials for the System; information concerning the marketing, management and operation of scoop shops under the System; information concerning BEN & JERRY'S; electronic communications posted on the B&J Extranet; electronic mail distribution lists; and operating manuals. The foregoing list of confidential matters is illustrative only and does not necessarily include all matters considered confidential by BEN & JERRY'S.
Source: Item 23 — RECEIPTS (FDD pages 134–358)
What This Means (2025 FDD)
According to Ben Jerrys's 2025 Franchise Disclosure Document, the company is willing to provide training and information to the prospective operator. This is in consideration of the agreement between Ben Jerrys and the prospective operator. The information provided is considered confidential, encompassing knowledge related to Ben Jerrys and its system. This includes details communicated in various forms such as writing, orally, electronically, through inspection, or via samples, exhibits, training, demonstrations, or other means.
This Confidential Information also extends to manuals and materials received by the prospective operator from Ben Jerrys. However, it excludes information that the prospective operator can prove was already known before Ben Jerrys disclosed it, or information that becomes public knowledge through other sources after the disclosure. The confidential data covers a wide array of topics, including the development and operation of the Ben Jerrys system, new products in testing, proprietary details about Ben Jerrys products and their preparation, advertising and marketing strategies, insights into managing and operating scoop shops, general information about Ben Jerrys, electronic communications on the B&J Extranet, email lists, and operating manuals.
The agreement emphasizes that the list of confidential matters is illustrative and may not encompass everything Ben Jerrys deems confidential. The prospective operator is expected to use this confidential information solely for evaluating whether to enter into a Franchise Agreement for operating a Scoop Shop. They are prohibited from copying, sharing, or using the confidential information for their own benefit or the benefit of others without Ben Jerrys's prior written consent. This obligation to maintain confidentiality survives the termination of the Preliminary Agreement, ensuring long-term protection of Ben Jerrys's proprietary information.