As an employee, what is my obligation regarding the use or duplication of Benihana's Confidential Information outside of my duties for the Benihana franchisee?
Benihana Franchise · 2024 FDDAnswer from 2024 FDD Document
Because I am employed by Franchisee, BNC and Franchisee may disclose the Confidential Information to me in furnishing to me a training program, in subsequent ongoing training, and for general assistance and instruction during my employment with Franchisee.
I will not acquire any interest in the Confidential Information, other than the right to utilize it in on behalf of Franchisee in its the operation of the Restaurant, and the use or duplication of the Confidential Information for any use other than on behalf of the Franchisee in its operation of the Restaurant, would constitute an unfair method of competition.
Source: Item 23 — Receipts (FDD pages 74–576)
What This Means (2024 FDD)
According to the 2024 FDD, as an employee of a Benihana franchisee, you have specific obligations regarding the use and duplication of confidential information. Benihana National Corp. (BNC) and the franchisee may disclose confidential information to you during training programs and ongoing assistance. Your rights to this information are limited to using it on behalf of the franchisee in the operation of the restaurant. Any other use or duplication is considered an unfair method of competition.
The FDD emphasizes that you will not acquire any interest in the confidential information beyond the right to use it for the franchisee's restaurant operations. This means you cannot use the information for personal gain or share it with outside parties. The agreement ensures that the confidential information remains protected and is only used to benefit the Benihana franchise.
To further protect this information, Benihana may require you to sign a confidentiality and restrictive covenant agreement. This agreement would specifically identify BNC as a third-party beneficiary, giving them the independent right to enforce the covenants. The franchisee must provide BNC with a copy of all executed covenants within five days after hiring a General Manager or other employees who have access to confidential information. This ensures that all employees with access to sensitive information are bound by confidentiality agreements, safeguarding Benihana's trade secrets and operational methods.