What is the Cool Binz licensee required to do to protect the Product?
Cool_Binz Franchise · 2025 FDDAnswer from 2025 FDD Document
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- Protection of Product: Licensee agrees not to make available to any party the Product or any of its parts. Licensee agrees to take appropriate action with its employees and any other parties to obtain assurances of non-disclosure consistent with this Agreement.
- Licensee recognizes that the Product is Franchisor's copyrighted property, represents a large investment of human and financial resources by Franchisor, is a trade secret of Franchisor, and is confidential information. Licensee agrees to keep the Product, and all related materials, confidential. Licensee will use its best efforts, including any reasonable security precautions as Franchisor may request, to insure that the proprietary rights of Franchisor are preserved to the fullest extent possible under the law. In addition to the right to terminate this Agreement, Franchisor shall be entitled to seek appropriate injunctive relief in the event of any violation of the confidentiality of its copyrighted materials, and to bring an action at law where appropriate.
Source: Item 23 — RECEIPTS (FDD pages 63–238)
What This Means (2025 FDD)
According to Cool Binz's 2025 Franchise Disclosure Document, as a licensee, you are required to protect the COOL BINZ Franchise Management Software System (the "Product"). You must not make the Product or any of its parts available to any third party. You also need to take appropriate action with your employees and other parties to ensure they agree to non-disclosure terms that align with the franchise agreement. This means you'll need to implement measures to keep the software confidential and prevent unauthorized access or distribution. These obligations extend throughout the term of the Franchise Agreement. The Licensee shall not copy or reverse-engineer the Product in whole or in part, nor shall it permit other parties to do so. Licensee agrees to keep the Product, and all related materials, confidential. Licensee will use its best efforts, including any reasonable security precautions as Franchisor may request, to insure that the proprietary rights of Franchisor are preserved to the fullest extent possible under the law.
Cool Binz emphasizes that the Product is copyrighted, represents a significant investment by the franchisor, constitutes a trade secret, and contains confidential information. Therefore, you must use your best efforts, including reasonable security precautions requested by Cool Binz, to ensure the franchisor's proprietary rights are fully preserved under the law. This could involve implementing security protocols, training employees on confidentiality, and ensuring all parties who have access to the software understand their obligations.
If you violate the confidentiality of Cool Binz's copyrighted materials, the franchisor has the right to seek injunctive relief, which could prevent you from further use or distribution of the software. Cool Binz can also bring a legal action against you. These measures are in place to protect Cool Binz's intellectual property and maintain the integrity of the franchise system. The franchisor also retains title to the Product, and the license to use the Product is non-transferable without prior written consent from Cool Binz.