Does the text define any specific terms used in The Standardx Confidentiality Agreement?
The_Standardx Franchise · 2025 FDDAnswer from 2025 FDD Document
| This CONFIDENTIALITY AGREEMENT (this "Agreement") is made as of this day of | |
|---|---|
| ,, by and between, a[n], whose | |
| address is ("Company") and HYATT FRANCHISING, L.L.C., a | |
| Delaware limited liability company, whose address is 150 North Riverside Plaza, Chicago, Illinois 60606 | |
| ("Hyatt"). Hyatt and/or Company may each also be referred to herein as a "party" or collectively as the "parties" | |
| and a party which is disclosing Confidential Information may be referred to herein as the "disclosing party" and | |
| the party which is receiving Confidential Information may be referred to herein as the "receiving party." | |
| RECITALS | |
| A. | |
| Company and Hyatt are discussing mutual business opportunities relating to the possible transaction (the | |
| "Transaction") with respect to the property commonly known as (the "Property") and | |
| the hotel business conducted thereon (the "Business") and Company and Hyatt desire to share certain Confidential | |
| Information (as defined herein) with each other, subject to the terms contained herein. | |
| B. | |
| Hyatt and Company wish to enter into this Agreement to confirm that the Confidential Information will | |
| be treated as confidential in accordance with the terms of this Agreement, and to provide the parties hereto with | |
| certain rights and remedies in connection with the violation of this Agreement. | |
| NOW, THEREFORE, in consideration of the mutual promises, covenants, and agreements contained herein, and | |
| for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the parties | |
| agree as follows: | |
| 1. | |
| Confidential Information. "Confidential Information" shall mean the information provided by either party | |
| to the other with respect to the Property and Business including, but not limited to, the following: (a) management | |
| and operational information, forecasts, and projections; (b) financing information; (c) proprietary know-how, data, | |
| documents, designs, photographs, plans, graphs, drawings, specifications, pro forma models, reports, contracts, | |
| customer lists, pricing information, studies, findings, and other ideas; (d) entity information relating to the | |
| disclosing party including, without limitation, any joint venture agreement, limited liability company agreement | |
| or similar arrangements; (e) documents relating to real property interests including, but not limited to, | |
| environmental reports and audits; (f) information that should be treated as confidential under the circumstances | |
| surrounding its disclosure, including without limitation, proprietary information |
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 defines several key terms to clarify the obligations of both parties. The agreement is between a company and Hyatt Franchising, L.L.C., with each referred to as a "party" and collectively as the "parties." When confidential information is exchanged, the disclosing party is the "disclosing party," and the recipient is the "receiving party." These definitions establish the roles and responsibilities within the agreement.
The agreement also defines "Transaction" as the possible business deal between Company and Hyatt relating to a specific property and its hotel business. "Property" refers to the physical location of the hotel, and "Business" refers to the hotel operations conducted there. These definitions provide context for the type of information that will be considered confidential.
Furthermore, the agreement specifies what constitutes "Confidential Information." This includes details about the Property and Business, such as management and operational information, forecasts, financing information, proprietary know-how, data, documents, designs, photographs, plans, graphs, drawings, specifications, pro forma models, reports, contracts, customer lists, pricing information, studies, findings, and other ideas. It also covers entity information like joint venture agreements and documents related to real property interests, including environmental reports and audits. Finally, it includes any information that should be treated as confidential under the circumstances of its disclosure. This comprehensive definition ensures that a wide range of sensitive information is protected under the agreement.