Is an Even Hotels franchisee allowed to create derivative works from the PMS Solution?
Even_Hotels Franchise · 2025 FDDAnswer from 2025 FDD Document
Except as expressly permitted by this Agreement, Hotel shall not, and shall not permit any third party to: (a) transmit the PMS Solution to any third party or third party network, or permit any third party to access or use the PMS Solution other than the Designated Users; (b) Use the PMS Solution, or any data derived from the PMS Solution, in a service bureau, time-sharing, multiple CPU, or multiple user arrangement; (c) copy, reproduce, store, sell, assign, pledge, sublicense, convey, transfer, redistribute, rent, transmit, grant other rights in, or permit any unauthorised use of the PMS Solution; (d) prepare or create, whether directly or through a third party, derivative works or incorporate the PMS Solution, in whole or part, into any other system or work; (e) reverse engineer, disassemble, decompile, decode, adapt or otherwise attempt to derive, discover, or gain access to the source code of the PMS Solution, in whole or in part; (f) bypass or breach any security device or protection used by the PMS Solution or access or use the PMS Solution other than by an authorised user through the use of his or her own then valid access credentials; (g) input, upload, transmit, or otherwise provide to or through the PMS Solution, any information or materials that are unlawful or injurious, or contain, transmit, or activate any harmful code; (h) remove, delete, alter, or obscure any warranties or disclaimers, or any Intellectual Property Rights notices from the PMS Solution, including any copy thereof; (i) access or use the PMS Solution in any manner or for any purpose that infringes, misappropriates, or otherwise violates any Intellectual Property Rights or other rights of any third party, or that violates any applicable Law; or (j) otherwise access or use the PMS Solution beyond the scope of the authorisation granted under this Agreement, including the Third Party Terms.
Source: Item 23 — RECEIPTS (FDD pages 99–438)
What This Means (2025 FDD)
According to Even Hotels' 2025 Franchise Disclosure Document, franchisees are restricted from creating derivative works from the PMS Solution. The agreement explicitly states that franchisees cannot prepare or create derivative works, whether directly or through a third party, nor can they incorporate the PMS Solution into any other system or work. This restriction is part of a broader set of limitations on how franchisees can use the PMS Solution.
This restriction means that Even Hotels franchisees must use the PMS Solution as it is provided and cannot modify or adapt it to suit their specific needs. This ensures consistency across all Even Hotels locations and maintains the integrity of the system. The franchisor, HotelKey, retains ownership of all intellectual property rights related to the PMS Solution, including any modifications, enhancements, and derivative works.
The FDD also specifies that HotelKey owns all rights to any work product developed in connection with the PMS Solution, including ideas, concepts, plans, and creations. Franchisees may provide feedback or suggestions to HotelKey or IHG regarding the PMS Solution, but HotelKey and IHG have the right to use and exploit this feedback without any obligation to compensate the franchisee. This arrangement underscores the franchisor's control over the PMS Solution and its ongoing development.
These terms are typical in franchise agreements, where franchisors seek to maintain tight control over their systems and intellectual property. Prospective Even Hotels franchisees should carefully consider these restrictions and ensure they are comfortable using the PMS Solution as provided, without the ability to customize or create derivative works.