What assurances must Atwell Suites obtain when making a permitted disclosure of confidential information?
Atwell_Suites Franchise · 2025 FDDAnswer from 2025 FDD Document
9.2 Protecting Confidential Information. The party receiving Confidential Information ("Recipient") from the other party ("Discloser") shall: (a) safeguard the Discloser's Confidential Information using at least a reasonable degree of care; (b) limit access to the Discloser's Confidential Information to the Recipient's employees and service providers who (i) have an obligation of confidentiality to Recipient that is similar to Recipient's confidentiality obligations to Discloser under this Section 9, and (ii) have a need to know the Discloser's Confidential Information in connection with the Agreement; (c) not disclose or use the Discloser's Confidential Information, except as permitted under Section 9.3 or elsewhere in the Agreement; and (d) at the Discloser's request, return to Discloser or destroy all of Discloser's Confidential Information in Recipient's possession or control.
9.3 Permitted Use and Disclosure of Confidential Information. Recipient may disclose the Discloser's Confidential Information: (a) to Third Parties on a need to know basis as it reasonably deems appropriate to analyze, provide, support, improve, receive, or use the Services; (b) to its auditors and attorneys (internal and external) and regulators; (c) as required or permitted by law, regulation, or court order; or (d) to its respective Affiliates as it deems appropriate.
Source: Item 23 — Receipts (FDD pages 99–486)
What This Means (2025 FDD)
According to the 2025 Atwell Suites Franchise Disclosure Document, when receiving confidential information from the other party, the receiving party must adhere to specific safeguards. They must protect the disclosing party's confidential information with at least a reasonable degree of care. Access to this information should be limited to the recipient's employees and service providers who have a similar obligation of confidentiality and a need to know the information for the agreement.
The recipient is prohibited from disclosing or using the disclosing party's confidential information, except as permitted by the agreement. At the discloser's request, all confidential information in the recipient's possession or control must be returned or destroyed.
Atwell Suites may disclose confidential information to third parties on a need-to-know basis, as deemed appropriate to analyze, provide, support, improve, receive, or use the services. Disclosures can also be made to auditors, attorneys, and regulators, as well as when required by law, regulation, or court order. Additionally, confidential information may be shared with respective affiliates as deemed appropriate.