Who owns the Innovations conceived or developed by a Better Blend franchisee?
Better_Blend Franchise · 2024 FDDAnswer from 2024 FDD Document
13.1 Confidential Information. With respect to all Confidential Information, Franchisee shall (a) adhere to all procedures prescribed by BBF for maintaining confidentiality, (b) disclose such information to its employees only to the extent necessary for the operation of the Business, (c) not use any such information in any other business or in any manner not specifically authorized in
writing by BBF, (d) exercise the highest degree of diligence and effort to maintain the confidentiality of all such information during and after the term of this Agreement, (e) not copy or otherwise reproduce any Confidential Information, and (f) promptly report any unauthorized disclosure or use of Confidential Information. Franchisee acknowledges that all Confidential Information is owned by BBF (except for Confidential Information which BBF licenses from another person or entity). This Section will survive the termination or expiration of this Agreement indefinitely.
13.2 Covenants Not to Compete.
Source: Item 22 — CONTRACTS (FDD page 43)
What This Means (2024 FDD)
The 2024 Better Blend Franchise Disclosure Document (FDD) specifies that Better Blend owns all confidential information, except for information that Better Blend licenses from another person or entity. This includes all non-public information of or about the Better Blend system, Better Blend Franchising, LLC, and any Better Blend business. This encompasses the manual, methods for operating the business, plans, data, financial information, recipes, processes, vendor pricing, supply systems, marketing systems, formulas, techniques, designs, layouts, operating procedures, customer data, information, and know-how.
This means that any innovations, improvements, or new ideas developed by a franchisee related to the Better Blend system or business become the property of Better Blend. The franchisee is obligated to maintain the confidentiality of this information and can only disclose it to employees to the extent necessary for business operations. They cannot use this information in any other business or manner not specifically authorized by Better Blend.
This clause is standard in many franchise agreements to protect the brand's intellectual property and ensure consistency across all franchise locations. It prevents franchisees from using proprietary information to benefit themselves outside of the franchise system or sharing it with competitors. The franchisee's obligation to maintain confidentiality extends indefinitely beyond the termination or expiration of the franchise agreement.
For a prospective franchisee, this means that while they can contribute to the Better Blend system through their ideas and innovations, they will not own those innovations. Better Blend will have the right to use and implement those ideas across the entire franchise system. Franchisees should consider this when deciding whether to invest in a Better Blend franchise, as it limits their ability to commercialize any improvements they develop independently.