When must the Nondisclosure and Noncompetition Agreement be executed for a Buona franchise?
Buona Franchise · 2025 FDDAnswer from 2025 FDD Document
- (c) You shall comply with the non-disclosure and non-competition obligations under Section 6 of this Agreement.
6. PROPRIETARY MARKS/CONFIDENTIAL INFORMATION
- 6.1 Notwithstanding any provision to the contrary under this Agreement, it is understood and agreed that under this Agreement we do not grant you any right to use the Marks.
Any right to use the Marks is granted under the individual franchise agreements executed by you in connection with this Agreement.
You must not use the Marks, or any portion of any Mark or any name confusingly similar to any Mark as part of your business entity name.
- 6.2 Confidential Information.
For purposes of this Agreement, the term "Confidential Information" means information relating to Franchisor or the System that is not generally available to the public, including the Manual, operational standards, specifications, procedures and methods, recipes and food and preparation methods, prepared mixes, products, supplies, equipment, marketing, advertising and promotional material and methods, and accounting systems, and all other information and knowhow relating to the methods of developing, operating and marketing the Buona Restaurant and the System.
Confidential Information does not include information Developer can demonstrate came to Developer's attention through legal methods other than by disclosure by Franchisor, or which, at the time of disclosure thereof by Franchisor to Developer, had become a part of the public domain, through publication or communication by others; or which, after disclosure to Developer by Franchisor, becomes a part of the public domain, through publication or communication by others.
- 6.3 Non-disclosure Agreement.
You agree that your relationship with us does not vest in you any interest in the Confidential Information other than the right to use it in the development of Buona Restaurants under this Agreement, and that the use or duplication of the Confidential Information in any other business would constitute an unfair method of competition, a breach of this Agreement and copyright infringement.
Source: Item 22 — CONTRACTS (FDD page 78)
What This Means (2025 FDD)
According to Buona's 2025 Franchise Disclosure Document, as a developer, you must comply with the non-disclosure and non-competition obligations as outlined in Section 6 of the Development Agreement. This obligation is explicitly stated as a requirement that the developer "shall comply with the non-disclosure and non-competition obligations under Section 6 of this Agreement."
Section 6.3 of the Development Agreement states that the relationship with Buona does not grant any interest in the Confidential Information other than the right to use it in the development of Buona Restaurants under the Development Agreement. It also states that the use or duplication of the Confidential Information in any other business would constitute an unfair method of competition, a breach of the Development Agreement, and copyright infringement.
This means that as a Buona developer, you're bound by these confidentiality and non-competition terms throughout the duration of the Development Agreement. You are entrusted with sensitive information about Buona's operations and are expected to protect it. Any unauthorized use of this information could lead to legal repercussions, including claims of unfair competition and copyright infringement.