What is the scope of the right granted to Even Hotels to use the Next-Gen Payments Solution?
Even_Hotels Franchise · 2025 FDDAnswer from 2025 FDD Document
[Item 23: RECEIPTS]
- 2.2 Right to Use the Next-Gen Payments Solution.
During the Term, IHG hereby grants Hotel a limited, personal, revocable, nonexclusive, and non-transferable right to access and use the Next-Gen Payments Solution solely for the internal business purposes of Hotel and subject to the terms of this Agreement, including the Third Party Terms.
- 2.3 Restrictions on Use.
Except as expressly permitted by this Agreement, Hotel shall not, and shall not permit any third party to: (a) transmit the Next-Gen Payments Solution to any third party or third party network, or permit any third party to access or use the Next-Gen Payments Solution; (b) use the Next-Gen Payments Solution, or any data derived from the Next-Gen Payments Solution, in a service bureau, time-sharing, multiple CPU, or multiple user arrangement; (c) copy, reproduce, store, sell, assign, pledge, sublicense, convey, transfer, redistribute, transmit, grant other rights in, or permit any unauthorized use of the Next-Gen Payments Solution; (d) prepare derivative works or incorporate the Next-Gen Payments Solution, in whole or part, into any other system or work; (e) reverse engineer, disassemble, decompile, decode, adapt or otherwise attempt to derive or gain access to the source code of the Next-Gen Payments Solution, in whole or in part; (f) bypass or breach any security device or protection used by the Next-Gen Payments Solution or access or use the Next-Gen Payments Solution other than by an authorized user through the use of his or her own then valid access credentials; (g) input, upload, transmit, or otherwise provide to or through the Next-Gen Payments 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 Next-Gen Payments Solution, including any copy thereof; (i) access or use the Next-Gen Payments 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 Next-Gen Payments Solution beyond the scope of the authorization granted under this Agreement, including the Third Party Terms.
- 2.4 Third Party Terms.
Hotel shall comply with the terms and conditions set forth in Attachment 1 (Third Party Terms – FreedomPay) and Attachment 2 (Third Party Terms – HPFS) to this Agreement (collectively, 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, the right to use the Next-Gen Payments Solution is explicitly defined. IHG grants Even Hotels a limited, personal, revocable, nonexclusive, and non-transferable right to access and use the Next-Gen Payments Solution. This right is specifically for the internal business purposes of the hotel and is subject to the terms outlined in the franchise agreement, including any third-party terms.
This means Even Hotels franchisees can only use the payment solution for their hotel's operations and cannot transfer or sublicense it to others. The rights are not exclusive, implying IHG can grant similar rights to other franchisees or entities. The right is also revocable, meaning IHG can terminate this right under certain conditions specified in the agreement.
Furthermore, Even Hotels is restricted from several activities related to the Next-Gen Payments Solution. These restrictions include transmitting the solution to third parties, using it in service bureau arrangements, copying or selling the solution, creating derivative works, reverse engineering, bypassing security measures, inputting unlawful information, removing proprietary notices, infringing intellectual property rights, or using the solution beyond the authorized scope. These limitations are in place to protect IHG's intellectual property and ensure compliance with legal and security standards.
Even Hotels must also comply with the terms and conditions set forth in Attachment 1 (Third Party Terms – FreedomPay) and Attachment 2 (Third Party Terms – HPFS) to the Agreement (collectively, the "Third Party Terms").