What is the condition upon which Engel & Volkers discloses Confidential Information to the recipient?
Engel_Volkers Franchise · 2025 FDDAnswer from 2025 FDD Document
Franchisor is disclosing the Confidential Information to Recipient solely on the condition that Recipient agree, and Recipient does hereby agree, that any Confidential Information received from Franchisor (a) shall only be used for purposes of evaluating whether Recipient desires to directly or indirectly enter into a franchise relationship with Franchisor, (b) will not be used in any other business, manner or capacity, (c) will have its absolute confidentiality maintained, (d) will not be copied without authorization, and (e) will not be disclosed to any third party without the prior written consent of Franchisor.
Recipient agrees that use of Confidential Information in connection with any generative, artificial intelligence tool or program is considered disclosure of such Confidential Information to a third party and constitutes a breach of this Agreement.
Recipient agrees to use reasonable care to prevent the disclosure of the Confidential Information to any third party, and further agrees to limit the dissemination of the Confidential Information within its own organization to individuals whose duties justify the need to know such information, and then only provided that there is a clear understanding by such individuals of their obligation to maintain the confidential status of the Confidential Information and to restrict its use solely to the purposes specified herein.
Source: Item 23 — RECEIPTS (FDD pages 88–302)
What This Means (2025 FDD)
According to Engel & Volkers' 2025 Franchise Disclosure Document, the company discloses Confidential Information to a recipient only if the recipient agrees to certain conditions. These conditions include using the information solely to evaluate a potential franchise relationship with Engel & Volkers, refraining from using it in any other business or capacity, maintaining its absolute confidentiality, avoiding unauthorized copying, and not disclosing it to any third party without prior written consent from Engel & Volkers.
Furthermore, the recipient specifically agrees that using Confidential Information with any generative artificial intelligence tool is considered a breach of the agreement, as it constitutes disclosure to a third party. The recipient must also take reasonable measures to prevent unauthorized disclosure and limit dissemination within their organization to individuals with a justified need to know, ensuring these individuals understand their confidentiality obligations.
This agreement highlights the importance Engel & Volkers places on protecting its proprietary information and trade secrets. Prospective franchisees must carefully consider these conditions and ensure they can fully comply before receiving Confidential Information. Failure to do so could result in legal action and significant damages, as Engel & Volkers emphasizes that it would suffer irreparable injury if the Confidential Information is disclosed or misused.