What condition might Crave place on its consideration of a proposed outsourcing vendor for a Crave franchise?

WHEREAS, Covenantor may have access to some or all of the confidential information, knowledge, know-how, techniques, contents of the Crave operations manual and other materials used in or related to the System and/or concerning the methods of operation of the System (collectively referred to as "Confidential Information");

WHEREAS, the Confidential Information provides economic advantages to Franchisor and licensed users of the System, including Franchisee;

WHEREAS, Franchisee has acknowledged the importance of restricting the use, access and dissemination of the Confidential Information, and Franchisee therefore has agreed to obtain from Covenantor a written agreement protecting the Confidential Information and further protecting the System against unfair competition; and

WHEREAS, Covenantor acknowledges that the execution of this Confidentiality and Non-Compete Agreement are in partial consideration for, and a condition to the granting of, the rights granted in the Franchise Agreement to Franchisee, and that Franchisor would not have granted these rights without the execution of this Confidentiality and Non-Compete Agreement by Covenantor.

NOW, THEREFORE, in consideration of the mutual covenants and obligations contained herein, the parties agree as follows:

1. Confidentiality Agreement.

• a. Covenantor shall, at all times, maintain the confidentiality of the Confidential Information and shall not at any time disclose or permit the disclosure of the Confidential Information.
• b. Covenantor shall not at any time make copies of any documents or compilations containing some or all of the Confidential Information without Franchisor's express written permission.
• c. Covenantor shall surrender any material containing some or all of the Confidential Information to Franchisor, upon request, or upon termination of the Franchise Agreement.

Source: Item 23 — RECEIPTS (FDD pages 63–253)