What exceptions exist regarding the restrictions on disclosure and use of Confidential Information in the Buona agreement?
Buona Franchise · 2025 FDDAnswer from 2025 FDD Document
The restrictions on your disclosure and use of the Confidential Information will not apply to the following: (a) information, processes, or techniques which are generally known and used in the food and restaurant industry (as long as the availability is not because of a disclosure by you) and (b) disclosure of the Confidential Information in legal proceedings when you are legally required to disclose it and you have first given us the opportunity to obtain an appropriate legal protective order or other assurance satisfactory to us that the information required to be disclosed will be treated confidentially.
Source: Item 22 — CONTRACTS (FDD page 78)
What This Means (2025 FDD)
According to Buona's 2025 Franchise Disclosure Document, there are specific exceptions to the restrictions on disclosing and using confidential information. These exceptions outline situations where a franchisee is not bound by the confidentiality obligations typically imposed by the franchise agreement.
Specifically, the restrictions do not apply to (a) information, processes, or techniques generally known and used in the food and restaurant industry, provided that the availability of such information is not a result of the franchisee's disclosure. This acknowledges that certain industry knowledge is common and cannot be considered proprietary to Buona.
Additionally, the restrictions do not apply to (b) disclosures of Confidential Information in legal proceedings if the franchisee is legally required to disclose it. However, the franchisee must first provide Buona with the opportunity to obtain a protective order or another assurance that the disclosed information will be treated confidentially. This ensures Buona has a chance to protect its confidential information even when disclosure is legally mandated.