What circumstances are considered exclusions to confidential information under the Hardees franchise agreement?
Hardees Franchise · 2025 FDDAnswer from 2025 FDD Document
ARTICLE 4 CONFIDENTIALITY
4.1 Confidential Information. Without limiting the obligations under Franchise Agreements, Licensee agrees to treat the Licensed Program and Content (along with any passwords or account information, downloaded information, reports or other information generated by the Licensed Program or Content) as confidential, proprietary and trade secret information ("Confidential Information"). Licensee agrees that it shall not, without Licensor's prior written consent: (a) modify any Confidential Information; (b) transfer, rent lease, lend or sublicense any Confidential Information to anyone for any purpose; or (c) reveal or disclose any Confidential Information for any purpose to any other person, firm, corporation or
other entity, other than Licensee's employees with a need to know such Confidential Information to perform employment responsibilities consistent with Licensee's rights under this Agreement. Licensee shall safeguard and protect the Confidential Information from theft, piracy or unauthorized access in a manner at least consistent with the protections Licensee uses to protect its own most confidential information. Licensee shall inform any person who is granted access under Licensee of their obligations under this Agreement and shall take such steps as may be reasonable in the circumstances, or as may be reasonably requested by Licensor, to prevent any unauthorized disclosure, copying or use of the Confidential Information.
4.2 Unauthorized Disclosure. Franchisee shall notify CKR immediately upon discovery of any prohibited use or disclosure of the Confidential Information, or any other breach of these confidentiality obligations by Franchisee, and shall fully cooperate with CKR to help CKR regain possession of the Confidential Information and prevent the further prohibited use or disclosure of the Confidential Information.
Source: Item 23 — Receipts (FDD pages 85–541)
What This Means (2025 FDD)
Based on the 2025 Hardees Franchise Disclosure Document, the franchisee is obligated to treat the Licensed Program and Content as confidential, proprietary, and trade secret information. This includes passwords, account information, downloaded information, reports, and other data generated by the Licensed Program or Content.
The franchisee is prohibited from modifying, transferring, renting, leasing, lending, or sublicensing any Confidential Information to anyone for any purpose without the franchisor's prior written consent. They also cannot reveal or disclose any Confidential Information for any purpose to any other person, firm, corporation, or other entity, except for the franchisee's employees who need to know the information to perform their job responsibilities.
The franchisee must protect the Confidential Information from theft, piracy, or unauthorized access, using measures consistent with how they protect their own most confidential information. They must also inform their employees of their confidentiality obligations and take reasonable steps to prevent unauthorized disclosure, copying, or use of the Confidential Information. The franchisee is required to notify Hardees immediately upon discovering any prohibited use or disclosure of the Confidential Information and cooperate to help Hardees regain possession and prevent further unauthorized use or disclosure.