What is the required relationship between the employee and the Black Bear Diner franchise for the franchisee to divulge confidential information?
Black_Bear_Diner Franchise · 2025 FDDAnswer from 2025 FDD Document
Except as hereinafter provided, Developer shall not, during the term of this Agreement or at any time thereafter, communicate, divulge, or use for the benefit of any other person or entity any Confidential Information which may be communicated to Developer or of which Developer may be apprised by virtue of Developer's activities under this Agreement or any Franchise Agreement with Franchisor. Developer may divulge such Confidential Information only to such of its employees as deemed necessary by Developer, and to other third parties with the prior written approval of Franchisor. All information which Franchisor designates as confidential shall be deemed confidential for purposes of this Agreement, except information which Developer can demonstrate came to its attention by lawful means prior to disclosure thereof by Franchisor, or which, at or after the time of disclosure by Franchisor to Developer, had become or later becomes a part of the public domain, through publication or communication by others. At Franchisor's request, Developer shall require its employees and any other person to whom Developer wishes to disclose any Confidential Information of Franchisor to execute covenants that they will maintain the confidentiality of such information.
Source: Item 14 — PATENTS, COPYRIGHTS, AND PROPRIETARY INFORMATION (FDD page 39)
What This Means (2025 FDD)
According to the 2025 Black Bear Diner Franchise Disclosure Document, a franchisee may only share confidential information with employees deemed necessary by the franchisee. However, this is contingent on receiving prior written approval from Black Bear Diner. Furthermore, Black Bear Diner may request that the franchisee ensures these employees execute covenants to maintain the confidentiality of the information.
This means that as a Black Bear Diner franchisee, you cannot freely share sensitive business information with your staff. You must first assess whether it is truly necessary for them to know the information to perform their duties. If so, you must seek and obtain explicit permission from Black Bear Diner before disclosing anything.
This requirement protects Black Bear Diner's proprietary information and business methods. It ensures that sensitive data isn't carelessly disseminated, which could potentially benefit competitors or harm the brand. Franchisees should maintain careful records of what information has been approved for disclosure to which employees, and ensure those employees have signed the required confidentiality agreements.