What are the five specific obligations of a manager or officer regarding the Know-how of Beverly Anns Cookie?
Beverly_Anns_Cookie Franchise · 2025 FDDAnswer from 2025 FDD Document
- 3. Know-How and Intellectual Property. You agree: (i) you will not use the Know-how in any business or capacity other than the Beverly Ann's Business operated by Franchisee; (ii) you will maintain the confidentiality of the Know-how at all times; (iii) you will not make unauthorized copies of documents containing any Know-how; (iv) you will take such reasonable steps as we may ask of you from time to time to prevent unauthorized use or disclosure of the Know-how; and (v) you will stop using the Know-how immediately if you are no longer a manager or officer of Franchisee's Beverly Ann's Business. You further agree that you will not use all or part of the Intellectual Property or all or part of the System for any purpose other than the performance of your duties for Franchisee and within the scope of your employment or other engagement with Franchisee. These restrictions on Know-how, Intellectual Property and the System shall not apply to any information which is information publicly known or becomes lawfully known in the public domain other than through a breach of this Agreement or is required or compelled by law to be disclosed, provided that you will give reasonable notice to us to allow us to seek protective or other court orders.
Source: Item 22 — CONTRACTS (FDD page 57)
What This Means (2025 FDD)
According to Beverly Anns Cookie's 2025 Franchise Disclosure Document, a Confidentiality Agreement outlines the obligations of a manager or officer of a Beverly Ann's Cookie franchise regarding the brand's Know-how. This agreement is crucial for protecting Beverly Ann's Cookie's trade secrets and proprietary information.
As per the agreement, a manager or officer must not use the Know-how in any business other than the Beverly Ann's Business operated by the Franchisee. They are also obligated to maintain the confidentiality of the Know-how at all times. Unauthorized copying of documents containing Know-how is prohibited, and they must take reasonable steps to prevent unauthorized use or disclosure of the Know-how. Finally, they must cease using the Know-how immediately if they are no longer a manager or officer of the Franchisee's Beverly Ann's Business.
These restrictions do not apply to information that is publicly known or becomes lawfully known in the public domain, unless the disclosure is a breach of the Confidentiality Agreement. If disclosure is required by law, the manager or officer must provide reasonable notice to Beverly Ann's Cookie to allow them to seek protective orders. This ensures that the brand's proprietary information remains protected to the fullest extent possible.
For a prospective Beverly Ann's Cookie franchisee, this highlights the importance of ensuring that their managers and officers understand and adhere to these confidentiality obligations. Failure to do so could result in substantial damage to Beverly Ann's Cookie and its franchisees, potentially leading to legal action.