What are some examples of 'Trade Secrets' that Carvel considers proprietary?
Carvel Franchise · 2025 FDDAnswer from 2025 FDD Document
In addition, we and our affiliates may disclose to you Trade Secrets. "Trade Secrets" means information that derives independent economic value, actual or potential, from not being generally known to, and not being readily ascertainable by proper means by, other persons who can obtain economic value from its disclosure or use. Without limiting the definition of "Trade Secrets," the following are considered to be Trade Secrets: (i) the composition of our Proprietary Goods; (ii) our Recipes; (iii) advertising, marketing and public relations strategies; and (iv) our marketing analyses.
You may never, during the term of the Franchise Agreement, any renewal term of the Franchise Agreement, or after the Franchise Agreement expires or is terminated, reveal any of our Confidential Information or Trade Secrets to another person or use it for any other person or business. You may not copy any of our Confidential Information or Trade Secrets or give it to a third party except as we authorize. These restrictions must be followed even before you open your Shoppe, since you will receive valuable information and training about the System and the operation of the Shoppe before you begin operations.
You will require that all persons employed in your Shoppe having access to Confidential Information and Trade Secrets are aware of the confidentiality restrictions set forth in the Franchise Agreement and similarly bind them not to disclose the Confidential Information and Trade Secrets by an agreement at least as restrictive as the terms of the Franchise Agreement.
Source: Item 14 — Patents, Copyrights, and Proprietary Information (FDD pages 81–82)
What This Means (2025 FDD)
According to Carvel's 2025 Franchise Disclosure Document, Trade Secrets are defined as information that holds independent economic value because it is not widely known or easily discovered by others who could profit from its disclosure or use. Carvel considers several elements to be Trade Secrets. These include the composition of Carvel's Proprietary Goods, Recipes, advertising, marketing and public relations strategies, and marketing analyses.
Carvel emphasizes the importance of maintaining the confidentiality of these Trade Secrets. Franchisees are prohibited from revealing these secrets to any other person or using them for any other business during the term of the Franchise Agreement, including any renewal terms, and even after the agreement expires or is terminated. This restriction begins even before the Shoppe opens, as franchisees receive valuable information and training about the Carvel system and operations beforehand.
To ensure the protection of Trade Secrets, Carvel requires franchisees to ensure that all employees with access to Confidential Information and Trade Secrets are aware of the confidentiality restrictions. Franchisees must bind their employees to agreements that are at least as restrictive as the terms outlined in the Franchise Agreement. This measure is in place to prevent the unauthorized disclosure of sensitive information that could harm Carvel's competitive advantage.