Under what circumstances can information about the Crowne Plaza Agreement be disclosed to a third party?
Crowne_Plaza Franchise · 2025 FDDAnswer from 2025 FDD Document
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.
Source: Item 23 — Receipts (FDD pages 100–424)
What This Means (2025 FDD)
According to Crowne Plaza's 2025 Franchise Disclosure Document, there are specific conditions under which confidential information pertaining to the franchise agreement can be disclosed to third parties. These exceptions primarily revolve around legal requirements, information already in the public domain, or information received without confidentiality obligations.
Specifically, Crowne Plaza franchisees are not restricted from disclosing information if it (a) becomes publicly available without any fault on their part, (b) was received from a third party without any confidentiality obligations, provided the third party wasn't obligated to keep it confidential either, (c) was already in the franchisee's possession before receiving it from Crowne Plaza, (d) is required to be disclosed by law, regulation, or court order, provided that Crowne Plaza is given advance notice and an opportunity to contest the disclosure or seek a protective order, or (e) was independently developed by the franchisee without using or referencing Crowne Plaza's confidential information.
These stipulations provide some flexibility for Crowne Plaza franchisees while also protecting Crowne Plaza's proprietary information. It's fairly standard in franchising to have confidentiality clauses, but also to have exceptions for legal compliance and publicly available information. The FDD also emphasizes that any breach of confidentiality could cause immediate and irreparable harm to Crowne Plaza, allowing them to seek legal remedies such as equitable relief.