Are there any exceptions to the restrictions on the use of Confidential Information for a Cool Binz franchisee?
Cool_Binz Franchise · 2025 FDDAnswer from 2025 FDD Document
rketing, and operational information concerning the business operations of Cool Binz International, LLC.
We are able to provide you this information with your explicit understanding and agreement that you recognize and agree that this information is confidential and valuable, and that this information constitutes special and unique proprietary rights and assets of Cool Binz International, LLC.
The term "Confidential Information" shall mean and include any and all information disclosed by us to you relating to the COOL BINZ business and potential trade name and internet web names, whether copyrighted or patented. Provided; however, Confidential Information shall not include information which:
- A. Is disclosed to you following the date of this Agreement by a third party who is not under an obligation to keep the information confidential;
- B. Is or becomes publicly disclosed through no act or omission of yours; and/or
- C. Information previously known by you prior to contact with us.
In accepting this Confidential Information, you agree that you will not disclose it to any third party or make use of it yourself, in any regard, with the exception that it may disclosed to an attorney, accountant or business consultant that you utilize as part of your due diligence process, provided you assure they are informed of and comply with all the terms of this Confidentiality and Non-Disclosure Agreement.
You further agree to maintain the confidentiality of any and all confidential information which has been provided to you in a manner using at least the same degree of care as the manner used to maintain the confidentiality of your most confidential information.
In the event that you do not purchase a COOL BINZ business, or upon our request at any time, you agree to return all materials furnished to you or to certify in writing that such information has been destroyed.
Source: Item 23 — RECEIPTS (FDD pages 63–238)
What This Means (2025 FDD)
According to Cool Binz's 2025 Franchise Disclosure Document, there are specific exceptions to the confidentiality restrictions. The definition of "Confidential Information" does not include information that was disclosed to the franchisee by a third party after the agreement, if that third party was not obligated to keep the information confidential. It also excludes information that becomes publicly available without any action or omission by the franchisee, or information that the franchisee already possessed before their contact with Cool Binz.
Cool Binz allows franchisees to disclose confidential information to their attorney, accountant, or business consultant as part of their due diligence, provided these professionals are informed of and comply with the confidentiality agreement. This enables franchisees to seek professional advice without violating the agreement.
Furthermore, the restrictions on using confidential information do not apply to information that is already public knowledge or becomes public knowledge through no fault of the franchisee. Similarly, if a third party provides the information without any restrictions, the franchisee is not bound by confidentiality. Finally, if a court or governmental authority requires disclosure, the franchisee must provide written notice to Cool Binz, disclose only the required portion, and advise the authority of their confidentiality obligations, seeking to obtain protection.