When evaluating a Bojangles franchise, what is the permitted use of the Confidential Information provided to the recipient?
Bojangles Franchise · 2025 FDDAnswer from 2025 FDD Document
Recipient shall use the Confidential Information solely for purposes of evaluating whether or not Recipient will purchase a Franchise.
Recipient shall not disclose the Confidential Information to any person or entity without Franchisor's prior written consent (in which case such person or entity must sign a Confidentiality Agreement with Franchisor) and agrees to protect the Confidential Information against unauthorized disclosure using the same degree of care, but no less than a reasonable degree of care, as Recipient uses to protect Recipient's confidential information.
Without in any way limiting the generality of Recipient's obligations under this Agreement, Recipient acknowledges and agrees that in no event will Recipient disclose any of the Confidential Information to any of Franchisor's competitors.
- **B.
No Use, Copying or Transfer.** Recipient shall not use, copy or transfer Confidential Information in any way and shall protect the Confidential Information against unauthorized use, copying or transfer using the same degree of care, but no less than a reasonable degree of care, as Recipient uses to protect Recipient's confidential information.
Recipient further agrees not to remove, overprint, or deface any notice of copyright, trademark, logo, or other notices of ownership from any Confidential Information.
- **C.
Applicability.** These covenants shall apply to all Confidential Information disclosed to Recipient by any Franchisor Party prior to and after the date of this Agreement.
- **D.
Exceptions**.
The covenants in Sections 2.A and 2.B shall not apply to any of the following: (1) disclosure pursuant to a valid order of a court or other governmental body, provided that Recipient shall first have given written notice to Franchisor and shall give Franchisor a reasonable opportunity to interpose an objection or obtain a protective order; or (2) disclosure in litigation related to the enforcement of this Agreement and/or any other agreement between Recipient and Franchisor subject to any protective order that may be entered by the court.
Source: Item 22 — CONTRACTS (FDD page 82)
What This Means (2025 FDD)
According to Bojangles's 2025 Franchise Disclosure Document, the recipient of confidential information is permitted to use it solely for the purpose of evaluating whether or not to purchase a franchise. This means a prospective franchisee can review the information to make an informed decision about investing in a Bojangles franchise.
The agreement emphasizes that the recipient cannot disclose the confidential information to any person or entity without Bojangles's prior written consent. If consent is given, the third party must sign a confidentiality agreement with Bojangles. The recipient must protect the information against unauthorized disclosure, using at least a reasonable degree of care.
Specifically, the recipient is prohibited from using, copying, or transferring the confidential information in any way, and must protect it against unauthorized use, copying, or transfer. They also cannot remove, overprint, or deface any copyright, trademark, logo, or other ownership notices from the confidential information. These restrictions apply to all confidential information disclosed before and after the date of the agreement.
There are limited exceptions to these rules. Disclosure is allowed if required by a valid court order or governmental body, provided Bojangles is given prior written notice and an opportunity to object or obtain a protective order. Disclosure is also permitted in litigation related to the enforcement of the agreement, subject to any protective order issued by the court. However, even in these cases, the confidential information may only be provided under a protective order from the relevant court or governmental body.