What constitutes a material breach of the Even Hotels Participation Agreement regarding confidentiality?
Even_Hotels Franchise · 2025 FDDAnswer from 2025 FDD Document
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- Confidentiality. In consideration of Supplier and Participating Property disclosing to each other the confidential information about the prices of goods and services negotiated by IHG with Supplier and other confidential information pertaining to this Participation Agreement, the Participating Property agrees:
- Not to use, disclose, share, or otherwise disseminate any information related to this Participation Agreement, including the confidential price information, for any purpose whatsoever other than strictly for the purpose of this Participation Agreement;
- To disclose the price information only to those of its personnel who need access to the same for the purpose of this Participation Agreement, and otherwise to keep the prices and all confidential information strictly confidential and not permit any person access thereto;
- c. Not to make any copies of documentation relating to this Participation Agreement, including price information, except strictly for the purpose of and to the extent necessary for the purpose of this Participation Agreement;
- d. Upon termination of this Participation Agreement to return to Supplier and IHG all documentation relating hereto, including pricing information, in the possession or control of the Participating Property (including recipient personnel) and any copies of the information except for such copies as shall be required for Participating
Property's taxation or accounting records or as otherwise required by law;
e.
Participating Property shall ensure that its affiliated companies comply with the provisions of this Section 6.
THE BREACH BY PARTICIPATING OWNER OF THIS SECTION 6 SHALL BE DEEMED A MATERIAL BREACH OF THIS PARTICIPATION AGREEMENT INCAPABLE OF REMEDY ON THE PART OF PARTICIPATING PROPERTY;
Source: Item 23 — RECEIPTS (FDD pages 99–438)
What This Means (2025 FDD)
According to Even Hotels' 2025 Franchise Disclosure Document, a material breach of the Participation Agreement regarding confidentiality occurs if the Participating Property violates Section 6 of the agreement. This section outlines specific confidentiality obligations related to the prices of goods and services negotiated by IHG with suppliers, as well as other confidential information pertaining to the Participation Agreement.
Specifically, the Participating Property agrees not to use, disclose, share, or disseminate any information related to the Participation Agreement, including confidential price information, for any purpose other than what is strictly outlined in the agreement. The property is only allowed to disclose price information to personnel who need access for the purposes of the agreement and must otherwise keep the prices and all confidential information strictly confidential. The Participating Property also agrees not to make copies of documentation relating to the Participation Agreement, including price information, except as necessary for the agreement's purpose.
Upon termination of the Participation Agreement, the Participating Property must return all documentation, including pricing information, to the Supplier and IHG, except for copies required for taxation or accounting records or as otherwise required by law. Furthermore, the Participating Property is responsible for ensuring that its affiliated companies comply with these confidentiality provisions. If the Participating Property becomes aware of any breach of Section 6, it must immediately notify the Supplier and IHG with all available details and take steps to minimize any potential loss resulting from the breach.