Is the Proprietary Information of Big Apple Bagels considered a trade secret?
Big_Apple_Bagels Franchise · 2025 FDDAnswer from 2025 FDD Document
Developer acknowledges and agrees that he will not acquire any interest in the Proprietary Information, other than the right to utilize it in the
development and operation of Stores pursuant to this Agreement, and that the use or duplication of the Proprietary Information in any other business would constitute an unfair method of competition. Developer acknowledges and agrees that the Proprietary Information is confidential and a trade secret of Franchisor and is disclosed to Developer solely on the condition that Developer agrees, and Developer does hereby agree, that he: (1) will not use the Proprietary Information in any other business or capacity; (2) will maintain the absolute confidentiality of the Proprietary Information during and after the term of this Agreement; (3) will not make unauthorized copies of any portion of the Proprietary Information disclosed in written, visual, or electronic form; and (4) will adopt and implement all reasonable procedures prescribed from time to time by Franchisor to prevent unauthorized use or disclosure of the Proprietary Information, including without limitation, restrictions on disclosure thereof to employees of BAGELS Stores and the use of nondisclosure and noncompetition clauses in employment agreements with employees and agents in the form prescribed by Franchisor, including naming Franchisor as an intended third party beneficiary.
Source: Item 23 — RECEIPTS (FDD pages 87–319)
What This Means (2025 FDD)
According to Big Apple Bagels' 2025 Franchise Disclosure Document, the Proprietary Information is considered a trade secret. The FDD states that the developer acknowledges and agrees that the Proprietary Information is confidential and a trade secret of the franchisor. This information is disclosed to the developer solely on the condition that the developer agrees not to use it in any other business or capacity and to maintain its absolute confidentiality during and after the term of the agreement.
This means that as a Big Apple Bagels franchisee, you are granted the right to use the Proprietary Information only for the development and operation of your Big Apple Bagels store. Using or duplicating this information in any other business venture would be considered an unfair method of competition.
Big Apple Bagels also requires franchisees to implement procedures to prevent unauthorized use or disclosure of the Proprietary Information, including restrictions on disclosure to employees and the use of non-disclosure and non-competition clauses in employment agreements. This highlights the importance Big Apple Bagels places on protecting its trade secrets and maintaining a competitive advantage within the market.