What is the Cilantro Taco Grill franchisee required to do to maintain the confidentiality of the manual and other proprietary materials?
Cilantro_Taco_Grill Franchise · 2024 FDDAnswer from 2024 FDD Document
h directives are included in the Manual, and any other manual and materials created or approved for use in the operation of the Franchised Business.
- 19.1.2 Franchisee and any and all Principals shall at all times treat the Manual, written directives, and other materials and any other confidential communications or materials, and the information contained therein, as confidential and shall maintain such information as trade secret and confidential in accordance with this Article and this Agreement. Franchisee and
Cilantro Taco Grill FA 2024
Franchisee's Principals, if any, shall not divulge and make such materials available to anyone other than those of Franchisee's employees who require the information contained therein to operate the Franchised Business. Franchisee shall, prior to disclosure, fully train and inform its employees on all the restrictions, terms and conditions under which it is permitted to use Franchisor's intellectual, proprietary and confidential information; and shall ensure its employees'' compliance with such restrictions, terms and conditions. Franchisee, Franchisee's Principals, and any person working with Franchisee shall agree not, at any time to use, copy, duplicate, record or otherwise reproduce these materials, in whole or in part, or otherwise make the same available to any person other than those authorized above, without Franchisor's prior written consent.
- 19.1.3 The Manual, written directives, and other materials and any other confidential communications provided or approved by Franchisor shall at all times remain the sole property of Franchisor. Franchisee shall maintain the Manual and all Franchisor's confidential and proprietary materials at all times in a safe and secure location, shall take all reasonable measures to prevent unauthorized access thereto, whether any attempted unauthorized access takes the form of physical access or access via computer or telecommunications networks or otherwise, and shall report the theft or loss of the Manual, or any portion thereof, immediately to Franchisor. At a minimum, Franchisee shall, in the case of computer and telecommunications networks, use the latest available firewall, encryption and similar technology to prevent unauthorized access. Franchisee shall delete all electronic copies and return and cease using any physical copy of the Manual and other confidential and proprietary materials to Franchisor immediately upon request or upon transfer, termination or expiration of this Agreement.
Source: Item 23 — RECEIPT (FDD pages 52–208)
What This Means (2024 FDD)
According to the 2024 Cilantro Taco Grill Franchise Disclosure Document, franchisees must treat the operations manual, written directives, other confidential materials, and the information within them as confidential trade secrets. Franchisees must not disclose these materials to anyone except employees who need the information to operate the franchise. Prior to disclosing any information, franchisees must fully train their employees on the restrictions and conditions for using Cilantro Taco Grill's confidential information and ensure their compliance. Franchisees, their principals, and anyone working with them must not use, copy, duplicate, record, or reproduce these materials without prior written consent from Cilantro Taco Grill.
The Cilantro Taco Grill franchisee must maintain the manual and all confidential materials in a safe and secure location and take reasonable measures to prevent unauthorized access, whether physical or via computer networks, using the latest firewall and encryption technology for computer networks. Any theft or loss of the manual must be reported to Cilantro Taco Grill immediately. Upon request or termination of the agreement, all electronic copies must be deleted, and physical copies returned to Cilantro Taco Grill.
These measures are typical in franchising to protect the franchisor's intellectual property and maintain consistency across all franchise locations. Failure to comply with these confidentiality requirements could result in legal action and termination of the franchise agreement. Franchisees should ensure they understand and implement these measures to protect both their business and their relationship with Cilantro Taco Grill.