Are Cicis franchisees required to protect knowledge of vendors as Confidential Information?
Cicis Franchise · 2025 FDDAnswer from 2025 FDD Document
B. Confidentiality; Innovations. You and your Owners and personnel may from time to time be provided with or otherwise be exposed to certain information about the System and the development and operation of Cicis Restaurants, including your Restaurant (some, but not all of which may be "trade secrets" under applicable law), that we consider and protect as our confidential information (regardless of whether they are marked as such), including the following (collectively, the "Confidential Information"):
- (1) growth and development plans, strategies, and forecasts related to the System;
- (2) site selection criteria;
- (3) initial or additional training and operations materials, including recipes and the Manuals;
- (4) the System Standards and other methods, formats, specifications, standards, systems, procedures, techniques, market research, customer data, knowledge, and experience used in developing, promoting and operating Cicis Restaurants;
- (5) knowledge of specifications for, and vendors of, assets and other products and supplies;
- (6) any software or other technology which is proprietary to us, our affiliates, or the System, including digital passwords and identifications and any source code of, and data, reports, and other materials generated by, the software or other technology;
- (7) customers of Cicis Restaurants (including your Restaurant); and
- (8) knowledge of the operating results and financial performance of Cicis Restaurants (including your Restaurant).
Confidential Information does not include information, knowledge, or know-how, which is lawfully known to the public without violation of applicable law or an obligation to us or our affiliates.
You agree that you, your Owners, your employees and independent contractors will adopt and implement reasonable procedures to prevent unauthorized use or disclosure of the Confidential Information. Further, you and your Owners, and your employees, and independent contractors will not, during the Term or at any time thereafter, disclose any of our Confidential Information to any other Person or use any of our Confidential Information for any purposes other than the business you own and operate pursuant to this Agreement.
Source: Item 22 — CONTRACTS (FDD pages 64–65)
What This Means (2025 FDD)
According to Cicis' 2025 Franchise Disclosure Document, franchisees are required to protect knowledge of vendors as Confidential Information. The FDD specifies that franchisees may be exposed to information about the Cicis system, which Cicis considers confidential. This information includes knowledge of specifications for, and vendors of, assets and other products and supplies.
This means that as a Cicis franchisee, you are obligated to keep vendor information confidential, and you must implement reasonable procedures to prevent unauthorized use or disclosure of this information. This obligation extends not only to you but also to your owners, employees, and independent contractors. You are prohibited from disclosing this information to any other person or using it for any purposes other than operating your Cicis restaurant.
The confidentiality extends during the term of the franchise agreement and even after its termination. However, information that is already lawfully known to the public without any violation of law or obligation to Cicis is not considered Confidential Information. This requirement is fairly standard in franchising, as franchisors need to protect their relationships with suppliers and maintain consistency across the system.
By agreeing to these terms, prospective Cicis franchisees acknowledge that access to this confidential vendor information provides a competitive advantage. This is a primary reason for entering into the franchise agreement. Franchisees must ensure that they and their staff understand and adhere to these confidentiality obligations to protect the Cicis system and maintain the integrity of the brand.