Does Atwell Suites have any requirements concerning confidentiality of information?
Atwell_Suites Franchise · 2025 FDDAnswer from 2025 FDD Document
- (18) strictly comply with IHG's requirements concerning confidentiality of information; and, in particular, Licensee shall not disclose, without IHG's written permission, (i) information pertaining to IHG's marketing, reservations, quality assurance, guest loyalty and satisfaction, technology or other systems or programs that has not been intentionally disclosed to the public by IHG, (ii) any of the Standards, or (iii) any of the commercial terms or provisions of this License.
Holiday and you must comply with each other's reasonable requirements concerning confidentiality of information.
If you learn of any unauthorized disclosure or use of Holiday's proprietary
information, you must inform Holiday immediately.
The Standards are confidential and remain Holiday's property and are protected by applicable copyright laws (see paragraphs 3, 4, and 12 of the License).
For Confidential Information that constitutes a "trade secret" under applicable Law, these confidentiality obligations will continue until such information ceases to constitute a "trade secret" under such applicable Law.
Hotel will be responsible for any breach of this Section by Hotel Agents and Hotel's Affiliates and any third party to whom it or they disclose Confidential Information in accordance with this Section ("Recipients").
Upon the request of IHG, Hotel shall deliver to IHG or destroy all copies of Confidential Information.
Hotel agrees to certify in writing to IHG that it and each of its Affiliates, Hotel Agents, and Recipients have performed the foregoing.
Excluding Personal Data, the term Confidential Information will not include any information that Hotel can establish by convincing written evidence: (a) was independently and lawfully developed by Hotel without use of or reference to any Confidential Information belonging to or received from HotelKey, IHG, or an IHG Affiliate; (b) was lawfully acquired by Hotel from a third party having the legal, unconditional right to furnish same to Hotel; or (c) was at the time in question (whether at disclosure or thereafter) generally known by or available to the public (through no fault of Hotel).
These confidentiality obligations will not restrict any disclosure required by Law, provided that Hotel gives prompt notice to IHG of any such legal requirement and reasonably cooperates with IHG at IHG's request and expense to resist such legal requirement or to obtain a protective order.
Source: Item 14 — Patents, Copyrights, and Proprietary Information (FDD pages 89–90)
What This Means (2025 FDD)
Yes, according to the 2025 Atwell Suites FDD, franchisees must comply with IHG's (InterContinental Hotels Group) requirements regarding the confidentiality of information. Specifically, franchisees cannot disclose information pertaining to IHG's marketing, reservations, quality assurance, guest loyalty and satisfaction, technology, or other systems or programs that IHG has not intentionally disclosed to the public. Additionally, franchisees must not disclose any of the brand standards or any commercial terms or provisions of the license agreement without IHG's written permission.
Furthermore, the FDD states that Holiday and the franchisee must comply with each other's reasonable requirements concerning confidentiality of information. If a franchisee learns of any unauthorized disclosure or use of Holiday's proprietary information, they must inform Holiday immediately. The brand standards are confidential and remain Holiday's property, protected by applicable copyright laws.
The confidentiality obligations extend to what is considered a "trade secret" under applicable law, and these obligations continue until the information no longer qualifies as a trade secret. The franchisee is responsible for any breach of confidentiality by its agents, affiliates, and any third parties to whom they disclose confidential information. Upon IHG's request, the franchisee must deliver or destroy all copies of confidential information and certify in writing that they and their affiliates, agents, and recipients have complied with this requirement.
However, the definition of confidential information excludes information that the franchisee can prove was independently developed, lawfully acquired from a third party, or was already publicly known. Moreover, these confidentiality obligations do not restrict disclosures required by law, provided that the franchisee promptly notifies IHG and cooperates with IHG to resist such legal requirements or obtain a protective order.