What are the specific actions a Buona developer agrees to regarding Confidential Information during and after the term of the agreement?
Buona Franchise · 2025 FDDAnswer from 2025 FDD Document
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 Franchised 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.
You acknowledge and agree that the Confidential Information belongs to us and our affiliate, is proprietary information, and may contain trade secrets belonging to us and our affiliate and is disclosed to you or authorized for your use solely on the condition that you agree, and you therefore do agree herein, that you: (1) will not use the Confidential Information during and after the term of this Agreement in any other business or capacity; (2) will maintain the absolute confidentiality of the Confidential Information during and after the term of this Agreement; (3) will not make unauthorized copies of any portion of the Confidential Information disclosed in written form; and (4) will adopt and implement all reasonable procedures we may prescribe from time to time to prevent unauthorized use or disclosure of the Confidential Information, including restrictions on disclosure to your employees and the use of non-disclosure and/or non-competition agreements we may prescribe for your employees who have access to the Confidential Information.
Upon our request, you must provide us with copies of signed non-disclosure and/or non-competition agreements signed by any Owners, managers or employees.
Source: Item 22 — CONTRACTS (FDD page 78)
What This Means (2025 FDD)
According to Buona's 2025 Franchise Disclosure Document, as a developer, you acknowledge that your relationship with Buona does not give you any ownership of the Confidential Information, but only the right to use it to develop Franchised Restaurants. Using or copying the Confidential Information in any other business is considered unfair competition, a breach of the agreement, and copyright infringement. \n\nYou agree not to use the Confidential Information during and after the agreement in any other business or capacity and to maintain its absolute confidentiality. You also agree not to make unauthorized copies of any written Confidential Information. Furthermore, you must implement any reasonable procedures that Buona prescribes to prevent unauthorized use or disclosure of the Confidential Information. This includes restricting disclosure to your employees and using non-disclosure and/or non-competition agreements for employees who have access to the Confidential Information. \n\nUpon Buona's request, you must provide copies of signed non-disclosure and/or non-competition agreements from your owners, managers, or employees. These restrictions on disclosure and use aim to protect Buona's proprietary information and trade secrets, ensuring that the developer does not exploit this information for personal gain or to the detriment of the Buona system, both during and after the agreement's term.