Who owns the developments or enhancements to the Brueggers Bagels system or Confidential Information?
Brueggers_Bagels Franchise · 2025 FDDAnswer from 2025 FDD Document
- (d) Except as provided below, any developments or enhancements to the System or Confidential Information shall be the sole property of Licensor, regardless of who creates or implements the development or enhancement and Licensee agrees to execute such documents as necessary to assign any rights or interests in such developments or enhancements to Licensor.
Without limiting the foregoing, each party acknowledges and agrees that it will not acquire any interest in the Confidential Information or Licensee Information, other than the right to utilize it in connection with the Bakery during the Term and the use or duplication of such Confidential Information or Licensee Information in any other business would constitute an unfair method of competition.
Licensor and Licensee, respectively, will adopt and implement all reasonable procedures prescribed from time to time by the disclosing party to prevent unauthorized use or disclosure of the Confidential Information and Licensee Information.
Without limiting the foregoing, Licensor and Licensee acknowledge that Licensee
may from time to time assimilate and use customer information from the operation of the Bakery for the purpose of evaluating the demographics and market for customers of the Bakeries ("Licensee Marketing Studies"). In that event, such Licensee Marketing Studies shall be treated as Licensee Information as long as Licensee gives Licensor access to such information upon Licensor's reasonable request. Otherwise, the raw customer information collected from the operation of the Bakery to be made part of such studies shall be considered joint property of Licensee and Licensor during the Term and thereafter, which Licensor may use in connection with the operation of the System as it sees fit.
Source: Item 22 — CONTRACTS (FDD page 61)
What This Means (2025 FDD)
According to the 2025 Brueggers Bagels Franchise Disclosure Document, Brueggers Franchise Corporation (Licensor) owns any developments or enhancements to the Brueggers Bagels system or confidential information, regardless of who creates or implements them. This means that even if a franchisee develops a new process, recipe, or technology related to the Brueggers Bagels system, the rights to that development automatically belong to the franchisor.
This aspect of the franchise agreement is designed to protect the integrity and uniformity of the Brueggers Bagels brand. By maintaining ownership of all system improvements, Brueggers Bagels can ensure that any changes or innovations are implemented consistently across all franchise locations, maintaining quality control and brand standards.
The franchisee agrees to execute any documents necessary to assign any rights or interests in such developments or enhancements to Brueggers Bagels. The franchisee only has the right to utilize confidential information in connection with the Bakery during the Term. The use or duplication of such Confidential Information or Licensee Information in any other business would constitute an unfair method of competition.
However, raw customer information collected from the operation of the Bakery to be made part of such studies shall be considered joint property of Licensee and Licensor during the Term and thereafter, which Licensor may use in connection with the operation of the System as it sees fit.