Under what circumstances are Chatime Developers or Guarantors allowed to disclose Confidential Information?
Chatime Franchise · 2025 FDDAnswer from 2025 FDD Document
- (3) Notwithstanding anything to the contrary contained in this Agreement, the restrictions set out in clause 6.1(2) will not apply to information that:
- (a) Is or becomes publicly available, other than by breach of this Agreement;
- (b) Developer or Guarantor (as applicable) is legally compelled to disclose, provided Developer/Guarantor must have used its best efforts and afforded Franchisor the opportunity to obtain an appropriate protective order or other assurance
satisfactory to Franchisor of confidential treatment for the information required to be disclosed; or
- (c) Is otherwise permitted under the terms of this Agreement.
Source: Item 23 — Receipts (FDD pages 58–262)
What This Means (2025 FDD)
According to Chatime's 2025 Franchise Disclosure Document, Developers and Guarantors are generally obligated to maintain the confidentiality of Chatime's proprietary information, but there are specific exceptions. The restrictions on disclosing confidential information do not apply if the information becomes publicly available without any breach of the agreement by the Developer or Guarantor.
Another exception is if the Developer or Guarantor is legally compelled to disclose the information. However, in such cases, they must make their best effort to allow Chatime the opportunity to obtain a protective order or some other assurance that the information will be treated confidentially.
Finally, disclosure is permitted if it is otherwise allowed under the terms of the Development Agreement. These exceptions provide some flexibility, but it is crucial for prospective Chatime Developers and Guarantors to understand the scope of confidential information and the specific procedures to follow if they believe disclosure is necessary or legally required.