What is the deadline for an Atwell Suites licensee to notify Holiday of a trademark infringement claim to be eligible for indemnification?
Atwell_Suites Franchise · 2025 FDDAnswer from 2025 FDD Document
The Minnesota Department of Commerce requires that the Licensor (i.e., Holiday) indemnify Minnesota licensees against liability to third parties resulting from claims by third parties that the Licensee's use of Holiday's trademark infringes trademark rights of the third party. Holiday does not indemnify against the consequences of Licensee's use of the Holiday's trademark except in accordance with the requirements of the License, and, as a condition to indemnification, Licensee must provide notice to Holiday of any such claim within ten (10) days and tender the defense of the claim to Holiday. If Holiday accepts the tender of defense, Holiday has the right to manage the defense of the claim including the right to compromise, settle or otherwise resolve the claim, and to determine whether to appeal a final determination of the claim.
Source: Item 23 — Receipts (FDD pages 99–486)
What This Means (2025 FDD)
According to the 2025 Atwell Suites Franchise Disclosure Document, an Atwell Suites licensee in Minnesota must provide notice to Holiday of any trademark infringement claim within ten (10) days to be eligible for indemnification. This requirement is stipulated by the Minnesota Department of Commerce, which mandates that Holiday (the licensor) indemnify Minnesota licensees against liabilities arising from third-party claims that the licensee's use of Holiday's trademark infringes on the trademark rights of the third party.
This ten-day notification period is a critical condition for indemnification. If an Atwell Suites franchisee in Minnesota fails to notify Holiday within this timeframe, they may lose their right to be indemnified against such claims. This means the franchisee could be responsible for covering the costs associated with defending against the trademark infringement claim, including legal fees and potential damages.
Holiday's acceptance of the defense tender gives them the right to manage the claim's defense, including the ability to compromise, settle, or otherwise resolve the claim, and to decide whether to appeal any final determination. This arrangement ensures that Holiday maintains control over the legal strategy and outcome of trademark disputes, protecting the overall integrity of the Atwell Suites brand. Franchisees should be aware of this strict notification timeline and ensure they have systems in place to promptly report any potential trademark infringement claims to Holiday to maintain their indemnification rights.