If an employee or representative violates the confidentiality requirements related to Cream's Confidential Information, who is responsible?
Cream Franchise · 2025 FDDAnswer from 2025 FDD Document
- (c) keep confidential and not disclose, sell, distribute, or trade our Confidential Information to any person other than those of your employees and representatives who need to know such Confidential Information for the purpose of assisting you in exercising your Development Rights in accordance with this Agreement, and/or operating Jeni's Ice Creams Scoop Shops in accordance with Franchise Agreements with us; and you agree that you will be responsible for any violation of this requirement by any person to whom you provide Confidential Information;
Source: Item 23 — RECEIPTS (FDD pages 61–192)
What This Means (2025 FDD)
According to Cream's 2025 Franchise Disclosure Document, the franchisee is responsible for any violation of confidentiality requirements by any person to whom the franchisee provides Cream's Confidential Information. This includes the franchisee's employees and representatives. Cream considers its Confidential Information proprietary and includes trade secrets that are disclosed to the franchisee only on the condition that the franchisee protects it.
This means that as a Cream franchisee, you must ensure that your employees and representatives understand and adhere to the confidentiality requirements outlined in the franchise agreement. You are responsible for their actions regarding Cream's Confidential Information. This responsibility extends to taking appropriate measures to prevent unauthorized use or disclosure, such as establishing security measures and requiring individuals with access to sign confidentiality agreements.
Cream also reserves the right to designate or approve the form of confidentiality agreement that the franchisee uses, but it remains the franchisee's responsibility to ensure that such agreements comply with and are enforceable under applicable laws in their jurisdiction. This highlights the importance of having legally sound confidentiality agreements in place to protect Cream's Confidential Information and to ensure that the franchisee can enforce these agreements if necessary.
In practical terms, a prospective Cream franchisee should carefully review the confidentiality obligations outlined in the franchise agreement and understand the extent of their responsibility for the actions of their employees and representatives. It would be prudent to consult with an attorney to ensure that the confidentiality agreements used are legally sound and enforceable in their specific jurisdiction.