As a Hardees franchisee, am I required to hold trade secrets in confidence?
Hardees Franchise · 2025 FDDAnswer from 2025 FDD Document
During the term of the Franchise Agreement, you will have access to trade secret information that is confidential and proprietary to us such as manuals, formulas, methods, Customer Information, vendor and pricing lists and policies. For example, the OPM and other materials contain our detailed standards and specifications for managing and operating your Franchised Restaurant and other proprietary information may discuss the selection, purchase, storage, preparation, packaging, ingredients, recipes, service and sale of the products and beverages you will sell at your Franchised Restaurant. The OPM also contains information on management and employee training, marketing, advertising and sales promotions, signs, fixtures and furnishings, employee dress attire and appearance standards, menu concepts and business practices and procedures, including bookkeeping, accounting, records retention and other business systems.
You acknowledge that the trade secrets derive independent economic value from not being generally known to and not readily ascertainable to others. You agree to hold in confidence and agree not to disclose or in any way make available to any unauthorized person any trade secret or any information regarding any trade secret or any proprietary information made available to you by us. You may disclose trade secrets only to your employees and agents with a legitimate need to know, each of whom you will warrant will be subject to this confidentiality requirement. You also agree not to contest our interest in the trade secrets and confidential and proprietary information that comprise the Hardee's System.
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, franchisees are required to maintain the confidentiality of trade secrets and proprietary information both during the term of the Franchise Agreement and thereafter. Hardees considers information such as manuals, formulas, methods, customer information, and vendor and pricing lists as trade secrets. The OPM (Operations Procedures Manual) contains detailed standards for operating the franchised restaurant, including specifics on product selection, preparation, employee training, marketing, and business practices.
As a Hardees franchisee, you must acknowledge that these trade secrets have independent economic value because they are not generally known or easily discoverable by others. You are obligated to keep these trade secrets confidential and not disclose them to unauthorized individuals. Disclosure is permitted only to employees and agents who have a legitimate need to know the information, provided that they are also subject to the same confidentiality requirements. Franchisees also agree not to challenge Hardees's ownership of these trade secrets and proprietary information.
Hardees also requires franchisees to implement a system to ensure their employees maintain the confidentiality of trade secrets. If requested by Hardees, franchisees must obtain a signed Confidential Disclosure Agreement from designated employees. This obligation extends beyond the termination of the franchise agreement, meaning the franchisee must continue to protect this information even after the franchise relationship ends. This is a common practice in franchising to protect the brand's competitive advantage and proprietary systems.