What is the Carbones Pizzeria franchisee's obligation regarding copies of the secret recipes?
Carbones_Pizzeria Franchise · 2025 FDDAnswer from 2025 FDD Document
a. Franchisor owns or controls secret recipes for the various items which give Carbone's pizzas their uniquely appealing quality, appearance and taste (collectively, the "Secret Recipes"). Franchisor may, under certain circumstances and in Franchisor's sole discretion, agree to provide Franchisee with the Secret Recipes. Franchisee further acknowledges and agrees that the Secret Recipes constitute "trade secrets" within the meaning of the Uniform Trade Secrets Act, as adopted by the State of Minnesota (Minn. Stat. Ch. 325C) and within the meaning of any trade secrets act of any state reasonably similar in scope and application to the Uniform Trade Secrets Act. Franchisee will not reveal the Secret Recipes to anyone other than the employees of Franchisee who need to know to perform their job functions, and then only as is necessary for the proper operation of the Restaurant. Franchisee agrees that no copies of the Secret Recipes shall be made except for the absolute minimum number necessary for the efficient operation of the Restaurant and that when not in use all copies of the Secret Recipes will be locked in a secure container to which only Restaurant managers or owners of Franchisee have access. Prior to revealing any part of the Secret Recipes to any employee or owner Franchisee will obtain from that employee or owner a signed agreement, in form
- acceptable to Franchisor, whereby that employee or owner shall agree to maintain the secrecy of the Secret Recipes.
- b. Franchisee shall not attempt to change the Secret Recipes in any fashion, and Franchisee agrees to keep all Confidential Information disclosed by Franchisor to Franchisee hereunder secret and shall not divulge, discuss or reveal information to any person except as is necessary to disclose such information to employees in the course of their employment.
- c. Franchisee acknowledges and agrees that any breach of this Section 10 will damage Franchisor in a manner which will not be readily susceptible to calculation; accordingly, Franchisee agrees that the unauthorized disclosure of the Secret Recipes will cause Franchisor irreparable harm and that accordingly injunctive relief (directed against Franchisee and any of Franchisee's owners, officers, directors, shareholders, partners, joint venturers, affiliates, agents, employees, or former agents or employees) may be sought by Franchisor to prevent such irreparable damages.
Source: Item 23 — RECEIPTS (FDD pages 30–116)
What This Means (2025 FDD)
According to the 2025 Carbones Pizzeria Franchise Disclosure Document, if Carbones Pizzeria agrees to provide a franchisee with its secret recipes, the franchisee acknowledges that these recipes are trade secrets. The franchisee cannot reveal the secret recipes to anyone other than employees who need to know them to perform their job functions.
The franchisee can only make the absolute minimum number of copies necessary for efficient restaurant operation. When not in use, all copies of the secret recipes must be locked in a secure container accessible only to restaurant managers or owners.
Before revealing any part of the secret recipes to an employee or owner, the franchisee must obtain a signed agreement from that individual, in a form acceptable to Carbones Pizzeria, to maintain the secrecy of the recipes. Additionally, the franchisee cannot attempt to change the secret recipes and must keep all confidential information secret, only disclosing it to employees as necessary for their jobs. A breach of these stipulations could cause irreparable harm to Carbones Pizzeria, potentially leading to injunctive relief against the franchisee.