Where might Hck Hot Chicken disclose its Trade Secrets to Restricted Persons?
Hck_Hot_Chicken Franchise · 2025 FDDAnswer from 2025 FDD Document
Franchisor may disclose certain of its Trade Secrets to Restricted Persons in the HCK Hot Chicken Brand Standards Manual, bulletins, supplements, confidential correspondence, or other confidential communications, and through the Franchisor's training program and other guidance and management assistance, and in performing Franchisor's other obligations and exercising Franchisor's rights under this Agreement. "Trade Secrets" shall not include information which: (a) has entered the public domain or was known to Franchisee prior to Franchisor's disclosure of such information to Franchisee, other than by the breach of an obligation of confidentiality owed (by anyone) to Franchisor or its Affiliates; (b) becomes known to the Restricted Persons from a source other than Franchisor or its Affiliates and other than by the breach of an obligation of confidentiality owed (by anyone) to Franchisor or its Affiliates; or (c) was independently developed by Franchisee without the use or benefit of any of the Franchisor's Trade Secrets.
The burden of proving the applicability of the foregoing will reside with Franchisee.
- 12.2.2 Each Restricted Person shall acquire no interest in the Trade Secrets other than the right to use them in developing and operating the Franchised Restaurant during the Term of this Agreement.
Source: Item 21 — FINANCIAL STATEMENTS (FDD page 54)
What This Means (2025 FDD)
According to Hck Hot Chicken's 2025 Franchise Disclosure Document, the franchisor may disclose trade secrets to restricted persons through several channels. These include the HCK Hot Chicken Brand Standards Manual, which serves as a primary reference for operational guidelines and brand specifications. Additionally, trade secrets may be communicated via bulletins, supplements, confidential correspondence, and other confidential communications.
Furthermore, Hck Hot Chicken may reveal trade secrets through its training program, which is designed to equip franchisees and their staff with the knowledge and skills necessary to run the business effectively. This also includes other guidance and management assistance provided by the franchisor. The disclosure of trade secrets can also occur while Hck Hot Chicken is performing its obligations and exercising its rights under the Franchise Agreement.
It is important to note that the definition of "Trade Secrets" does not include information already in the public domain, known to the franchisee prior to disclosure (unless through a breach of confidentiality), obtained from another source without breach of confidentiality, or independently developed by the franchisee. The franchisee bears the burden of proving that any of these exceptions apply. Restricted Persons are only allowed to use the Trade Secrets in developing and operating the Franchised Restaurant during the Term of the Franchise Agreement.