PLEASE CAREFULLY REVIEW THE TERMS OF USE OF THIS SITE. As your use of the site will indicate your acceptance of these terms, do not use the site if you do not agree to be bound by these terms. We may periodically change the terms, so please check them from time to time as your continued use of the site signifies your acceptance of any changed items.

Marble Slab Creamery Intranet - Terms of Use

(a) The Marble Slab Creamery (MSC) Intranet has been established for the MSC Franchisor to disseminate updates to the Manuals and other confidential information.

(b) MSC Franchisor will have no obligation to maintain the Intranet indefinitely, but may dismantle it at any time without liability to Franchisee.

(c) Master has established policies and procedures for the Intranet's use:

1. no use of abusive, slanderous or otherwise offensive language in electronic communications;
2. no communications between or among franchisees that endorse or encourage breach of any franchisee's franchise agreement;
3. confidential treatment of materials that Franchisor transmits;
4. password protocols and other security precautions;
5. grounds and procedures for Licensor's suspending or revoking a master or unit franchisee's access to the Intranet; and Master expects to adopt and adhere to a reasonable privacy policy. However, Franchisee acknowledges that, as administrator of the Intranet, Master can technically access and view any communication that any person posts on the Intranet. Franchisee further acknowledges that the Intranet facility and all communications that are posted to it will become Master's property, free of any claims of privacy or privilege that Franchisee or any other person may assert.

(d) Upon receipt of notice from Master that the Intranet has become functional, Franchisee agrees to purchase and install all necessary additions to the Store's Computer Systems and to establish and continually maintain electronic connection with the Intranet that allows Master to send messages to and receive messages from Franchisee. Franchisee's obligation to maintain connection with the Intranet will continue until this Agreement's expiration or termination (or, if earlier, until Licensor or Master dismantles the Intranet). Franchisee's failure to comply with this Section will constitute a material breach of this Agreement on account of which Master may terminate this Agreement unless Franchisee cures the breach within 10 days after notice from Master.

(e) If Franchisee fails to comply with any policy or procedure governing the Intranet, Master may temporarily suspend Franchisee's access to any so called chat room, bulletin board, list serve or similar feature the Intranet includes until such time as Franchisee fully cures the breach.

(l) Franchisee will require and obtain the execution of covenants similar to those set forth in this Section from its Store Manager and any person who receives or will have access to the confidential information. Franchisee will also require all persons owning a direct or indirect interest in Franchisee who are not required to sign this Agreement as a Controlling Principal to execute similar covenants.

(m) If Franchisee or the Controlling Principals develop any new concept, product, service, process, or improvement in the operation or promotion of the Store, Franchisee will promptly notify Master and provide Master with all related information, without compensation. Franchisee and the Controlling Principals acknowledge that any such new concept, product, service, process or improvement will, at Licensor's option, be incorporated into the System and, as such, will become the property of Licensor. In that case, either Licensor or Master may use or disclose the related information to other franchisees.

(f) Franchisee and the Controlling Principals will at all times treat the Manuals and the information they contained as confidential. Franchisee and the Controlling Principals will divulge and make the Manuals available only to those of Franchisee's employees as must have access to them in order to operate the Store. Franchisee and the Controlling Principals will not at any time copy, duplicate, record, or otherwise reproduce the Manuals, in whole or in part, or otherwise make them available to any Person other than authorized employees.

(g) The Manuals and any other confidential communications provided by Master will at all times remain the sole property of Licensor and Master. Franchisee will at all times keep the Manuals in a secure place in the Store, and will return them to Master immediately upon request or upon termination or expiration of the franchise.

(h) Master, in cooperation with Licensor, may from time to time revise the contents of the Manuals and the contents of any other materials created or approved for use in the operation of the Store. Franchisee expressly agrees to comply with each new or changed standard.

(i) The Manuals, as revised from time to time, supplement this Agreement and constitute part of the bargain between Master and Franchisee.

(j) Franchisee will at all times ensure that Franchisee's set of the Manuals is kept current and up-to-date. In the event of any dispute as to the contents of the Manuals, the terms of the master copy of the Manuals maintained by Licensor or Master at Licensor's or Master's corporate office, as the case may be, will control.

Confidentiality

(k) Neither Franchisee nor any of the Controlling Principals will, during the Term or afterward, communicate, divulge, or use for the benefit of any other Person and, following the expiration or termination of the franchise, they will not use for their own benefit, any confidential information, knowledge, or know-how concerning the methods of operation of a Store that are communicated to Franchisee or the Controlling Principals or of which they may be apprised in connection with the operation of the Store. Franchisee and the Controlling Principals will divulge the confidential information only to those of Franchisee's employees that must have access to it in order to operate the Store. All information, knowledge, know-how, techniques, and any materials used in or related to the System that Master provides to Franchisee in connection with this Agreement, including the Manuals; employee recruitment and placement techniques and strategies; marketing information and strategies; pricing policies and guidelines; and other information communicated in writing and through other means, including electronic media, will be deemed confidential for purposes of this Agreement. Neither Franchisee nor the Controlling Principals will at any time, without Master's prior written consent, copy, duplicate, record, or otherwise reproduce those materials or information, in whole or in part, nor otherwise make them available to any unauthorized Person. The covenant in this Section will survive the expiration, termination, or transfer of the franchise or any interest in Franchisee and will be perpetually binding on Franchisee and each of the Controlling Principals.