What is the purpose of The Standardx Confidentiality Agreement?
The_Standardx Franchise · 2025 FDDAnswer from 2025 FDD Document
he financial terms of this Agreement, product and business plans, unpublished financial information, trade secrets, know-how and information regarding processes, information regarding customers, information concerning both successful and unsuccessful tests and ideas and technologies, and any reports, materials, program materials, software, flowcharts, notes, outlines and the like, used, created or developed by Hyatt or its affiliates in connection herewith ("Work Product") shall be deemed to be the confidential and proprietary information ("Confidential Information") of the Disclosing Party. The Receiving Party agrees (i) to hold all Confidential Information in strict confidence; (ii) to disclose Confidential Information only to employees of the Receiving Party who have a need to know such Confidential Information and who are advised to hold such Confidential Information in strict confidence; and (iii) not to copy, reproduce, sell, assign, license, market, transfer or otherwise dispose of, give or disclose such Confidential Information to third parties, or to use such Confidential Information for any purposes whatsoever other than in connection with the Receiving Party's performance under this Agreement. Notwithstanding anything in this Agreement, the Receiving Party shall not copy, reproduce, sell, assign, license, market, transfer or otherwise dispose of, give or disclose the Disclosing Party's Confidential Information to a competitor of the Disclosing Party without the prior written consent of the Disclosing Party. In addition, Owner acknowledges it does not have right, title, interest or copyright in any Work Product or Hyatt Confidential Information, nor any license to use, sell, exploit, copy or further develop such Work Product or Confidential Information. This provision will survive the expiration or earlier termination of this Agreement.
- b. Confidential Information shall exclude all information, which (a) is at the time of disclosure, or thereafter becomes, a part of the public domain through no act or omission of the other party, its employees or agents; (b) was in the other party's possession as shown
by written records prior to the disclosure and had not been obtained by such party either directly or indirectly from the Disclosing Party; (c) is hereafter disclosed to the other party by a third party who did not acquire the information directly or indirectly from the Disclosing Party hereunder; or (d) was independently developed by the other party without use of the Confidential Information, as evidenced by written records.
7. Compliance with Laws.
Source: Item 18 — OTHER INCOME (LOSS), NET (FDD pages 187–399)
What This Means (2025 FDD)
According to The Standardx's 2025 Franchise Disclosure Document, the Confidentiality Agreement is designed to protect proprietary or confidential information that one party (the Receiving Party) may be exposed to or acquire from the other party (the Disclosing Party). This agreement ensures that sensitive information remains protected. The agreement applies to employees, subcontractors, or agents of each party. The confidential information includes, but is not limited to, financial terms, business plans, unpublished financial data, trade secrets, know-how, processes, customer information, test results, ideas, technologies, reports, materials, program materials, software, flowcharts, notes, and outlines. All these items are considered confidential and proprietary information of the Disclosing Party. The agreement extends beyond the contract's expiration or termination.
The Receiving Party is obligated to hold all Confidential Information in strict confidence. Disclosure is only permitted to employees who need to know the information and are advised to maintain its confidentiality. The Receiving Party is prohibited from copying, reproducing, selling, assigning, licensing, marketing, transferring, or disclosing the Confidential Information to third parties. It also restricts the use of such information for any purposes other than the Receiving Party's performance under the Agreement. A key restriction is that the Receiving Party cannot disclose the Disclosing Party's Confidential Information to a competitor without prior written consent.
For a prospective The Standardx franchisee, this means they must safeguard any sensitive information they receive from The Standardx. This includes business plans, financial data, and operational processes. The franchisee can only share this information with their employees who need to know it and must ensure those employees also keep the information confidential. The franchisee cannot use this information for any purpose other than operating their The Standardx franchise. A significant restriction is that the franchisee cannot share The Standardx's confidential information with any competing hotel brand without explicit written permission from The Standardx. This provision remains in effect even after the franchise agreement ends.