As a Hardees franchisee, am I allowed to disclose trade secrets to unauthorized persons?
Hardees Franchise · 2025 FDDAnswer from 2025 FDD Document
Franchisee shall not, during the term of this Agreement or at any time thereafter, communicate or disclose any trade secrets or confidential or proprietary information or know-how of the System to any unauthorized person, or do or perform, directly or indirectly, any other acts injurious or prejudicial to any of the Proprietary Marks or the System. Any and all information, knowledge, know-how and techniques, including all drawings, materials, equipment, specifications, recipes, techniques and other data that HR or its affiliates designate as confidential shall be deemed confidential for purposes of this Agreement.
Source: Item 14 — Patents, Copyrights, and Proprietary Information (FDD pages 61–62)
What This Means (2025 FDD)
According to Hardees's 2025 Franchise Disclosure Document, as a franchisee, you are explicitly prohibited from disclosing any trade secrets or confidential information about the Hardees system to unauthorized individuals during the term of the Franchise Agreement and thereafter. This restriction is in place to protect Hardees's competitive advantage and the proprietary knowledge that contributes to the brand's success. The FDD emphasizes that the Hardees system includes valuable trade secrets and confidential information that provide a competitive edge.
The definition of confidential information is broad, encompassing manuals, formulas, methods, customer information, vendor and pricing lists, and policies. Specifically, the Operations Procedures Manual (OPM) contains detailed standards for managing and operating a Hardees restaurant, including information on product selection, preparation, marketing, and business practices. This information is considered to have independent economic value because it is not generally known or easily discoverable by others.
You are permitted to disclose trade secrets only to your employees and agents who have a legitimate need to know the information, provided that they are also bound by confidentiality requirements. Hardees may also require you to obtain a signed Confidential Disclosure Agreement from designated employees. This ensures that even within your organization, access to sensitive information is controlled and protected.
The Franchise Agreement also stipulates that you cannot contest Hardees's interest in the trade secrets and confidential information that make up the Hardees system. This underscores the importance of maintaining the confidentiality and proprietary nature of the brand's operational knowledge and practices. Unauthorized disclosure could lead to legal and equitable remedies, including injunctive relief, to protect Hardees's interests.