What is the Manager's obligation in the Crepe De Licious Management Agreement?
Crepe_De_Licious Franchise · 2025 FDDAnswer from 2025 FDD Document
2. Background. You are an employee, independent contractor, agent, representative, or supplier of Franchisee. Because of this relationship, you may gain knowledge of our Intellectual Property. You understand that protecting the Intellectual Property is vital to our success and that of our franchisees, and that you could seriously jeopardize our entire Franchise System if you were to use such Intellectual Property in any way other than as described in this Agreement. In order to avoid such damage, you agree to comply with this Agreement.
3. Know-How and Intellectual Property: Nondisclosure and Ownership. You agree: (i) you will not use the Intellectual Property in any business or capacity other than for the benefit of the Crepe de licious Business operated by Franchisee or in any way detrimental to us or to the Franchisee; (ii) you will maintain the confidentiality of the Intellectual Property at all times; (iii) you will not make unauthorized copies of documents containing any Intellectual Property; (iv) you will take such reasonable steps as we may ask of you from time to time to prevent unauthorized use or disclosure of the Intellectual Property; and (v) you will stop using the Intellectual Property immediately if you are no longer an employee, independent contractor, agent, representative, or supplier of Franchisee. You further agree that you will not use the Intellectual Property for any purpose other than the performing your duties for Franchisee and within the scope of your employment or other engagement with Franchisee.
The Intellectual Property is and shall continue to be the sole property of Crepe Delicious Holding USA, Inc. You hereby assign and agree to assign to us any rights you may have or may acquire in such Intellectual Property. Upon the termination of your employment or engagement with Franchisee, or at any time upon our or Franchisee's request, you will deliver to us or to Franchisee all documents and data of any nature pertaining to the Intellectual Property, and you will not take with you any documents or data or copies containing or pertaining to any Intellectual Property.
Source: Item 22 — CONTRACTS (FDD page 57)
What This Means (2025 FDD)
According to the 2025 Crepe De Licious Franchise Disclosure Document, the manager's obligations primarily revolve around protecting Crepe De Licious's intellectual property. As an employee, independent contractor, agent, representative, or supplier of the franchisee, the manager may gain access to the franchisor's Intellectual Property. The agreement emphasizes that protecting this Intellectual Property is crucial for the success of Crepe De Licious and its franchisees.
The manager must not use the Intellectual Property in any business or capacity other than for the benefit of the Crepe De Licious business operated by the franchisee. They are required to maintain the confidentiality of the Intellectual Property at all times and must not make unauthorized copies of documents containing it. Additionally, the manager must take reasonable steps to prevent unauthorized use or disclosure of the Intellectual Property, as requested by Crepe De Licious.
Upon termination of their employment or engagement with the franchisee, the manager must immediately stop using the Intellectual Property. They are also obligated to return all documents and data pertaining to the Intellectual Property to Crepe De Licious or the franchisee, and they cannot retain any copies or data related to it. The agreement also stipulates that the Intellectual Property remains the sole property of Crepe Delicious Holding USA, Inc., and the manager agrees to assign any rights they may have or acquire in the Intellectual Property to the company.