Is a Churchs Chicken developer allowed to disclose any part of the System to someone who is not an employee?
Churchs_Chicken Franchise · 2025 FDDAnswer from 2025 FDD Document
(1) Developer acknowledges and agrees that: (a) Cajun owns all right, title and interest in and to the System; (b) the System consists of trade secrets and confidential and proprietary information and know-how (including, but not limited to, drawings, materials, equipment, recipes, prepared mixtures or blends of spices or other food products, and other data which Cajun deems confidential) that gives Cajun and its affiliates a competitive advantage; (c) Cajun and its affiliates have taken all measures necessary to protect the trade secrets and the confidentiality of the proprietary information and know-how comprising the System; (d) all material or other information now or hereafter provided or disclosed to Developer regarding the System is disclosed in confidence; (e) Developer has no right to disclose any part of the System to anyone who is not an employee of Developer; (f) Developer will disclose to its employees only those parts of the System that an employee needs to know; (g) Developer will have a system in place to ensure its employees keep confidential Cajun's trade secrets and confidential and proprietary information, and, if requested by Cajun, Developer shall obtain from those of its employees designated by Cajun an executed Confidential Disclosure Agreement in the form prescribed by Cajun; (h) Developer will not acquire any interest in the System; and (i) Developer's use or duplication of the System or any part of the System in any other business would constitute an unfair method of competition, for which Church's would be entitled to all legal and equitable remedies, including injunctive relief, without posting a bond.
Source: Item 23 — RECEIPT (FDD pages 68–406)
What This Means (2025 FDD)
According to Churchs Chicken's 2025 Franchise Disclosure Document, a developer is restricted from disclosing any part of the System to individuals who are not their employees. The System, which includes trade secrets, confidential information, and proprietary know-how, is owned by Cajun and gives Churchs Chicken a competitive advantage. Developers are only permitted to disclose parts of the System to their employees on a need-to-know basis.
Churchs Chicken developers must have a system in place to ensure their employees maintain the confidentiality of Cajun's trade secrets and proprietary information. If requested by Cajun, developers must obtain a signed Confidential Disclosure Agreement from designated employees in a form prescribed by Cajun. This agreement reinforces the importance of maintaining confidentiality and protecting Churchs Chicken's proprietary information.
The Churchs Chicken Franchise Disclosure Document also specifies that developers will not acquire any interest in the System and that any unauthorized use or duplication of the System would be considered an unfair method of competition. This underscores the value and protection afforded to Churchs Chicken's System and the legal ramifications for any breaches of confidentiality or unauthorized use.