For what purposes can a Red Wagon Club licensee use the Confidential Information?
Red_Wagon_Club Franchise · 2024 FDDAnswer from 2024 FDD Document
- (b) Obligations of Confidentiality. Licensee must keep the Confidential Information confidential at all times before, during and after the Term, subject to the terms hereof. Licensee must use the Confidential Information for no purpose other than to execute this Agreement, exercise Licensee's rights or perform its obligations under this Agreement, unless otherwise required under
the order of a competent judicial authority. Licensee may disclose Confidential Information only to Licensee's officers or employees who have a need to know such Confidential Information to perform the duties contemplated by this Agreement. If any person to whom Confidential Information was disclosed pursuant to the preceding paragraph breaches his or her obligation of confidentiality, Licensee shall be jointly and severally liable for damages arising from such breach.
Source: Item 23 — RECEIPTS (FDD pages 47–142)
What This Means (2024 FDD)
According to the 2024 Red Wagon Club FDD, a licensee can use Confidential Information to execute the License Agreement, exercise their rights, or perform their obligations under the agreement. However, this is subject to the terms outlined in the agreement. Unless required by a competent judicial authority, the licensee is restricted from using the Confidential Information for any other purposes.
The Confidential Information includes a wide array of materials such as Licensed Materials, data about Red Wagon Club franchisees or licensees, details regarding the licensee's relationship with Red Wagon Club, and any information exchanged between the parties involved in the agreement. This definition is comprehensive, covering both marked and unmarked confidential or proprietary information.
The licensee is allowed to disclose Confidential Information only to their officers or employees who need to know the information to fulfill their duties under the agreement. The licensee is responsible for any breach of confidentiality by those to whom they disclose the information, making them liable for damages resulting from such breaches. This obligation to maintain confidentiality extends both during and after the term of the agreement.