What is the permitted use of Cream's Confidential Information related to Development Rights?
Cream Franchise · 2025 FDDAnswer from 2025 FDD Document
All Confidential Information will be owned by us or our affiliates (other than personally identifiable information relating to the employees, officers, contractors, owners or other personnel of you, your affiliates, or your Jeni's Ice Creams Scoop Shop, and/or such other personally identifiable information designated by us from time to time). You acknowledge and agree that: (1) you will not acquire any interest in any of our Confidential Information, other than the right to use it as we specify under this Agreement or the Franchise Agreements you sign, in each case in accordance with the terms of such agreement; and (2) our Confidential Information is proprietary, includes our trade secrets, and is disclosed to you only on the condition that you will protect it. You acknowledge that any unauthorized use or disclosure of our Confidential Information would be an unfair method of competition and a breach of trust and confidence and will result in irreparable harm to us and/or our affiliates. You and your owners agree to (and to use each of your best efforts to cause each of your respective current and former spouses, immediate family members, owners, officers, directors, employees, representatives, affiliates, successors and assigns to):
- (a) process, retain, use, collect, and disclose our Confidential Information strictly to the limited extent, and in such a manner, as necessary for exercise of your Development Rights in accordance with this Agreement, and/or the operation of Jeni's Ice Creams Scoop Shops under the respective Franchise Agreements, and not for any other purpose of any kind;
- (b) process, retain, use, collect, and disclose our Confidential Information strictly in accordance with the privacy policies and standards we establish from time to time, and our and our representative's instructions;
- (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;
- (d) not make unauthorized copies of any of our Confidential Information;
Source: Item 23 — RECEIPTS (FDD pages 61–192)
What This Means (2025 FDD)
According to Cream's 2025 Franchise Disclosure Document, franchisees are granted specific, limited rights regarding the use of Cream's Confidential Information, particularly in relation to their Development Rights. Cream retains ownership of all Confidential Information, and franchisees do not acquire any ownership interest in it beyond the explicitly defined usage rights within the agreement.
Specifically, franchisees are permitted to process, retain, use, collect, and disclose Cream's Confidential Information strictly to the extent necessary for exercising their Development Rights as outlined in the Development Agreement. This usage is further restricted to the operation of Jeni's Ice Creams Scoop Shops under the respective Franchise Agreements. Franchisees are explicitly prohibited from using the Confidential Information for any other purpose.
Furthermore, franchisees must adhere to Cream's established privacy policies and standards when handling Confidential Information. They are obligated to keep the information confidential and are restricted from disclosing, selling, distributing, or trading it to any third party, except to employees and representatives who require access to assist in exercising Development Rights or operating Jeni's Ice Creams Scoop Shops. Franchisees are responsible for any breaches of confidentiality caused by individuals to whom they provide the information, and unauthorized copying of Confidential Information is strictly forbidden.
These stipulations highlight the importance of protecting Cream's proprietary information and the potential legal ramifications of misuse. Prospective franchisees should carefully review the scope of permitted use and ensure they have adequate safeguards in place to prevent unauthorized access or disclosure of Confidential Information. Cream emphasizes that any unauthorized use or disclosure would be considered an unfair method of competition and a breach of trust, potentially leading to irreparable harm to Cream and its affiliates.