Does the text specify any required actions related to The Standardx Confidentiality Agreement?
The_Standardx Franchise · 2025 FDDAnswer from 2025 FDD Document
If a receiving party is requested or required (by oral questions, interrogations, requests for information or documents, subpoena, civil investigative demand or similar process) to disclose any Confidential Information, the receiving party shall, to the extent legally permissible, provide the disclosing party with immediate notice of such request(s) so that the disclosing party may seek an appropriate protective order and/or waive compliance with the provisions of this Agreement.
The receiving party agrees to cooperate with the disclosing party, at the disclosing party's expense, in obtaining such a protective order.
If the receiving party does not obtain such protective order or other remedy, the receiving party agrees to furnish only that portion of the Confidential Information which, in the opinion of the receiving party's counsel, the receiving party is legally compelled to disclose and the receiving party agrees to use its reasonable efforts to obtain assurance that, to the extent possible, confidential treatment will be accorded the Confidential Information.
Franchisee agrees that the System Standards and any passwords or other digital identifications necessary to access the System Standards are part of the Confidential Information.
- (h) Franchisee (or any of its Owners) knowingly makes any unauthorized use or disclosure of any part of the System Standards or any other Confidential Information;
Upon Franchisee's failure to remedy any default or failure to comply with this Agreement specified in any written notice issued to Franchisee under Section 15.1 (following any cure period specified for such default or failure in Section 15.1) or Section 15.2, Hyatt has the right, until Franchisee remedies such default or failure to Hyatt's satisfaction, to (a) suspend Franchisee's right to use, and Franchisee's access to, the CRS, the GDS and ADS, and/or other System Services; (b) remove the Hotel from Hyatt's advertising publications and programs and/or remove the Hotel's webpage from the Hotel System Website; (c) suspend or terminate any temporary or other fee reductions to which Hyatt might have agreed in this Agreement or any amendment(s) to this Agreement; and/or (d) refuse to provide any operational support that this Agreement otherwise requires.
The parties hereby acknowledge the importance of complying with the provisions of this Agreement.
Therefore, the parties agree that money damages, which the parties agree would be substantial, would not be a sufficient remedy for any breach of this Agreement, and a party shall be entitled, in addition to money damages, to specific performance and injunctive relief and any other appropriate equitable remedies for any such breach.
The party at fault agrees not to oppose the granting of equitable relief on grounds that damages are sufficient, and agrees not to require that the other party prove that damages are insufficient in order to obtain equitable relief or the posting of a bond.
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, if a receiving party is legally compelled to disclose confidential information, they must immediately notify the disclosing party, provided it is legally permissible. This allows the disclosing party to seek a protective order or waive compliance with the agreement. The receiving party is obligated to cooperate with the disclosing party in obtaining a protective order, at the disclosing party's expense. If a protective order or other remedy is not obtained, the receiving party must only disclose the portion of Confidential Information that their counsel deems legally required. They must also make reasonable efforts to ensure confidential treatment is given to the information, to the extent possible.
Additionally, the franchisee acknowledges that the System Standards, including passwords and digital identifications needed to access them, are considered Confidential Information. Unauthorized use or disclosure of any part of the System Standards or other Confidential Information by the franchisee or its owners can result in a failure to comply with the agreement.
If the franchisee fails to remedy any default or non-compliance specified in a written notice, The Standardx (Hyatt) has the right to suspend the franchisee's access to various system services, remove the hotel from advertising publications, suspend fee reductions, and/or refuse operational support. The agreement emphasizes the importance of complying with its provisions, stating that money damages would not be a sufficient remedy for a breach. Therefore, the parties agree that specific performance, injunctive relief, and other equitable remedies are appropriate for any breach, in addition to monetary damages. The party at fault also agrees not to oppose equitable relief or require proof that damages are insufficient or the posting of a bond.