What is the definition of 'Proprietary Information' as it relates to the Embassy Suites franchise?
Embassy_Suites Franchise · 2025 FDDAnswer from 2025 FDD Document
y owned by any of our affiliates.
Neither we nor our affiliate HIH own any rights in or licenses to any patents or registered copyrights nor have any pending patent applications material to our franchise business. The proprietary information of HIH, which has been licensed to us, consists of the Manual and all other information or materials concerning the methods, techniques, plans, specifications, procedures, information, systems and knowledge of and experience in the development, operation, marketing
and licensing of the System ("Proprietary Information"). You must treat the Proprietary Information as confidential.
Source: Item 14 — PATENTS, COPYRIGHTS AND PROPRIETARY INFORMATION (FDD pages 72–74)
What This Means (2025 FDD)
According to Embassy Suites's 2025 Franchise Disclosure Document, Proprietary Information encompasses the Manual and all other information or materials concerning the methods, techniques, plans, specifications, procedures, information, systems, and knowledge related to the development, operation, marketing, and licensing of the Embassy Suites system. This information is licensed to the franchisor, and franchisees must treat it as confidential.
Embassy Suites franchisees are obligated to adopt and implement reasonable procedures to prevent unauthorized use or disclosure of this Proprietary Information. This includes placing restrictions on disclosure to employees and utilizing non-disclosure and non-competition clauses in agreements with employees, agents, and independent contractors who have access to the information. The Franchise Disclosure Document emphasizes the importance of maintaining the confidentiality of the Manual, which contains the standards, requirements, and recommended practices for operating an Embassy Suites hotel.
Furthermore, all information provided to the franchisee, including Personal Information, for use in connection with operating the Hotel during the Term is the property of Embassy Suites. Franchisees may not use any such information after the Term, except as expressly permitted in writing in the Standards or otherwise. All information Embassy Suites obtains from the franchisee or about the Hotel or its guests or prospective guests under the Franchise Agreement or any related agreement, and all revenues derived from the Information will also be Embassy Suites' property.
In addition to the Manual, the Hilton OnQ software, which includes OnQ (formerly System 21) and other Hilton systems (namely the Revenue and Customer Relationship Management Systems), is considered Proprietary Information. Franchisees may not copy or distribute any of the OnQ software and must notify Embassy Suites of any unauthorized use of the OnQ software or any other Hilton systems.