Under the Carls franchise agreement, are applicants allowed to remove copyright notices from copies of confidential information?
Carls Franchise · 2024 FDDAnswer from 2024 FDD Document
4.1 Confidential Information. Franchisee shall protect the Confidential Information as trade secrets of CKR, PAR Brink and CrunchTime. Franchisee agrees that it shall not, without the written permission of CKR, PAR Brink and CrunchTime: (a) modify any Confidential Information; (b) reverse engineer, decompile, decrypt or disassemble the Confidential Information or attempt to do so; (c) transfer, rent, lease, lend or sublicense any Confidential Information to anyone for any purpose; or (d) reveal or disclose any Confidential Information for any purpose to any other person, firm, corporation or other entity, other than Franchisee's employees with a need to know that Confidential Information, to perform employment responsibilities consistent with Franchisee's rights under this Agreement. Franchisee shall safeguard and protect the Confidential Information from theft, piracy or unauthorized access in a manner at least consistent with the protections Franchisee uses to protect its own most confidential information. Franchisee shall inform its employees of their obligations under this Agreement and shall take those steps as may be reasonable in the circumstances, or as may be reasonably requested by CKR, PAR Brink and CrunchTime, to prevent any unauthorized disclosure, copying or use of the Confidential Information.
Source: Item 23 — RECEIPTS (FDD pages 80–480)
What This Means (2024 FDD)
According to the 2024 FDD, the Carls franchise agreement does not explicitly allow applicants to remove copyright notices from copies of confidential information. However, the agreement does address the modification, transfer, or disclosure of confidential information.
The agreement states that the franchisee cannot modify any confidential information without prior written consent from the licensor, CKR, PAR Brink and CrunchTime. The franchisee must protect the confidential information from unauthorized access, theft, or piracy. They must also inform their employees of their confidentiality obligations and take reasonable steps to prevent unauthorized use, copying, or disclosure of the confidential information.
Given these stipulations, a prospective Carls franchisee should assume that removing copyright notices would be considered an unauthorized modification of confidential information, unless they obtain explicit written permission from Carls. Failure to comply with these confidentiality obligations could result in a breach of the franchise agreement.