What actions are Atwell Suites franchisees prohibited from doing with the Services, Software, or Intellectual Property provided?
Atwell_Suites Franchise · 2025 FDDAnswer from 2025 FDD Document
sharing and exchanging with us, our Affiliates, and our agents information about you and such other accounts (including relationship, credit, and confidential information) in connection with the Services and for any other lawful reason.
- 9.4 Use and Disclosure Exceptions. The obligations set forth in Section 9.2 do not apply to information that: (a) enters the public domain through no fault of the Recipient; (b) was received from a Third Party free of any obligation of confidence and which Third Party, to Recipient's knowledge, was not under an obligation to keep the information confidential; (c) was already in Recipient's possession prior to receipt from Discloser; (d) is required to be disclosed by law, regulation, or court order after giving Discloser as much advance notice as practical of the possibility of disclosure; or (e) is independently developed by Recipient without use of or reference to Discloser's Confidential Information.
- 9.5 Injunctive Relief. Recipient acknowledges that breach of the restrictions on use or disclosure of Confidential Information could result in immediate and irreparable harm to Discloser, and money damages may be inadequate to compensate for that harm. Discloser shall be entitled to seek equitable relief, in addition to all other available remedies, to redress any such breach.
- 9.6 Cardholder Data and Transaction Data. You must not use, disclose, store, sell, or disseminate any Cardholder data except: (a) to authorize, complete, and settle Card transactions; (b) to resolve Chargebacks; (c) to respond to requests for documentation related to Card transactions (such as a copy of a Sales Draft or other transaction source documents); or (d) as both required by valid court order, government agency order, or subpoena and compliant with Card Organization Rules. You acknowledge that you do not have and will not obtain ownership rights in any Cardholder data or Transaction Data.
10 Intellectual Property
- 10.1 Servicers' Ownership. As among Servicers and Client, Servicers exclusively own all right, title, and interest (under federal, state, local, and international laws and under the laws of any other country, territory, or jurisdiction) in and to the: (a) Intellectual Property; (b) Technology; (c) Services; (d) Software; and (e) Documentation. You shall not take any action that is inconsistent with, or that challenges, the rights, title, and ownership set forth in this Section10.1.
- 10.2 Your Limited License. We grant you a non-transferable, non-assignable, non-exclusive, limited, royalty-free, revocable license to access and use the Services, Software, and Documentation solely within the United States (excluding U.S. territories and possessions), solely for their intended purpose(s), solely for your business purpose(s) (not for any household or other non-commercial use), solely on systems that you own or license, and solely in accordance with the
terms of the Agreement ("Limited License").
Source: Item 23 — Receipts (FDD pages 99–486)
What This Means (2025 FDD)
According to Atwell Suites' 2025 Franchise Disclosure Document, franchisees are granted a limited license to access and use the Services, Software, and Documentation. This license is non-transferable, non-assignable, non-exclusive, limited, royalty-free, and revocable, and it is specifically for use within the United States (excluding U.S. territories and possessions). The usage is restricted to the intended business purposes of the franchisee and must be on systems that the franchisee owns or licenses, adhering strictly to the terms of the franchise agreement.
This limited license means that Atwell Suites franchisees cannot do anything that implies they own the Intellectual Property, Technology, Services, Software, or Documentation beyond the explicit rights granted. All rights not expressly granted are withheld, and franchisees do not gain any rights to the brand's Marks, brand names, or logos. The license terminates immediately upon the termination of the franchise agreement or the termination of the Services related to the license.
Furthermore, the agreement specifies that franchisees will only use the provided goods and services for their own business operations. They are explicitly prohibited from licensing, selling, reselling, renting, leasing, transferring, distributing, or otherwise commercially exploiting these goods and services to any third party without authorization from IHG or FreedomPay. Franchisees are also barred from disassembling, decompiling, or reverse engineering any FreedomPay technology, or allowing any third party to do so.
To ensure compliance and protect the intellectual property, Atwell Suites franchisees must make commercially reasonable efforts to prevent unauthorized access or use of the goods or services. They are required to notify FreedomPay immediately if any unauthorized access or use is detected. IHG and FreedomPay retain the right to monitor the franchisee's use of the goods and services to confirm compliance and assess the quality of the services. Franchisees must also comply with all applicable laws and regulations, refrain from using the services for any unlawful purpose, and avoid any activity that interferes with or disrupts the services.