Is a Cicis franchisee allowed to use the contents of the Manuals in any other business?
Cicis Franchise · 2025 FDDAnswer from 2025 FDD Document
During the Term, we will provide you with access to our manuals applicable to the development and operation of Cicis Restaurants (collectively, the "Manuals").
We will determine the content of the Manuals, the frequency in which it may be updated, and the manner and format in which it is delivered or made available to you.
The Manuals may contain both mandatory specifications, standards, operating procedures and rules that we periodically prescribe for operating Cicis Restaurants and other specifications, standards and policies we may periodically suggest, and information on your other obligations under this Agreement (the "System Standards"), and other suggested specifications, standards and procedures.
We may periodically modify the Manuals, including in the form of memoranda and newsletters, to reflect changes in System Standards.
Our master copy of the Manuals is the controlling copy.
The Manuals and any passwords and access credentials are part of our Confidential Information (defined below) and must be protected against improper use and disclosure.
You may disclose the Manuals to your employees who need to know its contents provided they are themselves bound by written obligations of confidentiality.
You may not at any time copy, duplicate, record, or otherwise reproduce, distribute or publish any part of the Manuals or use its contents in any other business.
Source: Item 22 — CONTRACTS (FDD pages 64–65)
What This Means (2025 FDD)
According to Cicis's 2025 Franchise Disclosure Document, franchisees are explicitly prohibited from using the contents of the Manuals in any business other than their Cicis franchise. The Manuals contain critical information for operating a Cicis restaurant, and Cicis maintains strict control over their use and distribution. Franchisees are granted access to the Manuals during the term of their agreement, but this access is contingent on protecting the information against improper use and disclosure.
This restriction is typical in franchising, as franchisors need to protect their proprietary information and maintain consistency across all franchise locations. The Manuals are considered Confidential Information and are a key component of the Cicis system. Franchisees are only allowed to disclose the Manuals to employees who need to know the contents, and even then, those employees must be bound by written confidentiality obligations.
The prohibition on using the Manuals in other businesses extends to copying, duplicating, recording, reproducing, distributing, or publishing any part of the Manuals. This ensures that the Cicis system and its proprietary information are not used to benefit other ventures, especially those that might compete with Cicis. This restriction remains in effect at all times, reinforcing the importance of maintaining the confidentiality of the Manuals.
For a prospective Cicis franchisee, this means understanding that the knowledge and resources gained from the Manuals are strictly for the operation of their Cicis franchise. They cannot leverage this information to start or improve other businesses, even after the franchise agreement ends. This is a standard clause in franchise agreements designed to protect the franchisor's intellectual property and maintain the integrity of the brand.