Does the Caption By Hyatt confidentiality agreement cover environmental reports and audits?
Caption_By_Hyatt Franchise · 2025 FDDAnswer from 2025 FDD Document
NOW, THEREFORE, in consideration of the mutual promises, covenants, and agreements contained herein, and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the parties agree as follows:
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- Confidential Information. "Confidential Information" shall mean the information provided by either party to the other with respect to the Property and Business including, but not limited to, the following: (a) management and operational information, forecasts, and projections; (b) financing information; (c) proprietary know-how, data, documents, designs, photographs, plans, graphs, drawings, specifications, pro forma models, reports, contracts, customer lists, pricing information, studies, findings, and other ideas; (d) entity information relating to the disclosing party including, without limitation, any joint venture agreement, limited liability company agreement or similar arrangements; (e) documents relating to real property interests including, but not limited to, environmental reports and audits; (f) information that should be treated as confidential under the circumstances surrounding its disclosure, including without limitation, proprietary information of Hyatt; (g) any information of Hyatt clearly identified as a "Hyatt Trade Secret"; and (h) any discussion between Hyatt and the Company with respect to any of the foregoing, the Property, the Business, the possible business relationship, and this Agreement in general, including without limitation, the fact that any such discussions are taking place or any business relationship is being discussed, and the content and terms thereof.
Source: Item 23 — Receipts (FDD pages 85–349)
What This Means (2025 FDD)
According to Caption By Hyatt's 2025 Franchise Disclosure Document, the confidentiality agreement does extend to environmental reports and audits. The agreement defines "Confidential Information" as information provided by either party regarding the Property and Business. This definition specifically includes documents relating to real property interests, such as environmental reports and audits.
This means that any environmental reports or audits shared between Caption By Hyatt and the franchisee are considered confidential and must be protected according to the terms of the confidentiality agreement. The franchisee is obligated to treat this information with strict confidentiality, disclosing it only to employees with a need to know who are also advised to maintain its confidentiality. The franchisee cannot copy, reproduce, sell, or disclose this information to third parties without permission.
This protection extends to discussions between Caption By Hyatt and the franchisee regarding these environmental reports and audits, ensuring that the content and terms of these discussions remain confidential. Both parties are expected to immediately destroy all Confidential Information and copies upon termination of discussions or at the disclosing party's request, with some exceptions for legal or compliance requirements. This obligation to maintain confidentiality survives the termination of the agreement under certain conditions, especially concerning Hyatt Trade Secrets.
Overall, this comprehensive confidentiality clause ensures that sensitive information like environmental reports and audits are protected, fostering trust and encouraging open communication between Caption By Hyatt and its franchisees. Franchisees should carefully review the full scope of the confidentiality agreement to understand their obligations and the types of information covered.