What are the consequences if a Beyond Juicery Eatery franchisee violates confidentiality or discloses proprietary information?
Beyond_Juicery_Eatery Franchise · 2025 FDDAnswer from 2025 FDD Document
n any Action under these laws; (3) neither Developer nor any individual or entity owning directly or indirectly any interest of Developer or their respective affiliates or the funding sources for the foregoing is directly or indirectly owned or controlled by the government of a county that is subject to an embargo imposed by the United States Government, nor acting on behalf of a government; (4) has taken all reasonable measures to ensure compliance with all OFAC Laws and Regulations ; and (5) Developer shall take all reasonable measures to continue compliance with all OFAC Laws and Regulations during the Term of this Agreement.
- (9) Developer and Principal Owners, and Developer's officers, directors, shareholders, partners, members, and managers, (if any) acknowledge that their respective entire knowledge of the operation of a Beyond Juicery + Eatery Restaurant and the System, including without limitation the knowledge or know-how regarding the Standards and Specifications and operating procedures of the services and activities, is derived from information we disclose to you and that certain information is proprietary, confidential, and constitutes our Trade Secrets. You and your Principal Owners, officers, directors, shareholders, partners, members, and managers (if any), jointly and severally, agree that at all times during and after the Term of this Agreement, you will maintain the absolute confidentiality of all such proprietary information and will not disclose, copy, reproduce, sell or use any such information in any other business or in any manner not specifically authorized or approved in advance in writing by us. We require that you obtain nondisclosure and confidentiality agreements and covenants not to compete in a form satisfactory to us from the individuals listed in the first sentence of this paragraph and other key employees.
- (10) You must comply with all requirements of all applicable federal, state, and local laws, rules and regulations.
B. Developer affirmatively covenants with us as follows:
(1) Developer shall perform its duties and obligations hereunder and under any Franchise Agreement and shall require each Operator, and Project Manager to dedicate their respective full time and best efforts to the development, construction, management, operation, supervision, and promotion of the Franchised Restaurants in accordance with the terms and conditions hereof.
(2) Developer shall promptly provide us with all information concerning any new process or improvements in the development, construction, management, operation, supervision, and promotion of the Franchised Restaurants developed by Developer or any Principal without compensation. Developer and the Principals shall each execute such agreements and other documentation as shall be deemed necessary by us, granting us exclusive ownership thereof.
(3) Developer shall comply with all requirements of applicable rules, regulations, statutes, laws, and ordinances.
(4) Developer shall maintain a current list of all Principals and deliver a certified copy thereof to us upon (i) any Transfer; or (ii) request.
(5) Each Security issued subsequent to the date hereof shall be in compliance with Section 7.A.(7).
- C. Developer acknowledges and/or negatively covenants with us as follows:
(1) Developer shall not amend its articles of incorporation, by-laws, partnership agreement, or other governing documents in a manner which is inconsistent with Sections 7.A.(3), 8.B.(2) and 8.C.
(2) Developer shall not remove or permit removal from any Security or its partnership agreement, or issue any Security that does not have endorsed upon it, the legend described in Section 7.A.(7).
Source: Item 23 — RECEIPTS (FDD pages 60–337)
What This Means (2025 FDD)
Based on the 2025 Beyond Juicery Eatery Franchise Disclosure Document, franchisees and their principal owners acknowledge that their knowledge of the Beyond Juicery Eatery restaurant operation and system, including standards, specifications, and operating procedures, comes from the information disclosed to them by Beyond Juicery Eatery. This information is considered proprietary, confidential, and constitutes Beyond Juicery Eatery's trade secrets. Franchisees and their principal owners must maintain absolute confidentiality of this information during and after the term of the Franchise Agreement. They are prohibited from disclosing, copying, reproducing, selling, or using this information in any other business or manner not specifically authorized in writing by Beyond Juicery Eatery.
Beyond Juicery Eatery requires franchisees to obtain nondisclosure and confidentiality agreements and covenants not to compete from key employees. This ensures that those who have access to confidential information are legally bound to protect it. Franchisees must also take actions to assist Beyond Juicery Eatery's efforts to obtain or maintain intellectual property rights related to the system, regardless of who developed the item or process.
During the term of the agreement, franchisees (including anyone holding interest in the franchise or their immediate families) cannot own an interest in, manage, operate, be employed by, consult, or perform services for any competing business. Franchisees also cannot divert or attempt to divert any business or customer of the franchised restaurants to any competing business, or perform any act injurious or prejudicial to the goodwill associated with the marks or the system. Beyond Juicery Eatery has the right to require anyone with interest in the franchise to execute a nondisclosure and/or non-competition agreement.