What is the role of 'Confidential Information' within the Camp Margaritaville System?
Camp_Margaritaville Franchise · 2025 FDDAnswer from 2025 FDD Document
Franchisee specifically acknowledges that Franchisee and its Owners will receive access to valuable specialized training and Confidential Information, and that such specialized training and Confidential Information provide a competitive advantage to all Camp Margaritaville Resorts. During the Term, neither Franchisee, its Affiliates, nor any of its Owners shall, directly or indirectly, for itself or themselves or through, on behalf of, or in conjunction with, any other Person:
- (a) Divert or attempt to divert business or potential business from any Camp Margaritaville Resorts (including the Resort) to any other competing business or perform any other act injurious or prejudicial to the goodwill associated with the Camp Margaritaville Intellectual Property or the Camp Margaritaville System;
- (d) Staff the Hotel with any revenue management, sales, or marketing personnel that also support non-Margaritaville-branded lodging locations.
"Confidential Information" means the terms and conditions of this Agreement, any and all applicable IP Rights, proprietary and confidential information of CRS Supplier, Margaritaville, or Customer, their affiliates, subsidiaries, successors or assigns concerning their past, present or future industrial, corporate, and trade secrets, research, development, business activities or affairs, finances, methods of operation, processes and systems, and agreements related to the business of CRS Supplier, Margaritaville, or Customer disclosed under this Agreement. Confidential Information does not include any information that (1) is or becomes generally known to the public, (2) which was in the receiving party's possession or was known by it prior to receipt by the disclosing party, (3) was rightfully disclosed to the receiving party without restriction, or (4) was independently developed by a party without the use of the other party's Confidential Information. For the sake of clarity, Supplier Aggregate Data (that does not identify any specific Property, person or Customer and that does not constitute Guest Information) is not Confidential Information and CRS Supplier may use such data at its sole discretion.
- (e) deleting or returning any and all copies of the Confidential Information from any computer system or otherwise in the possession of the Franchisee, its Affiliates, its Owners, or its Key Personnel;
Franchisee shall pay to Franchisor a $10,000 fee in consideration of Franchisor's oversight and approval of the De-Branding Actions. This fee is separate from, and in addition to, Franchisee's costs of the De-Branding Actions.
Source: Item 23 — RECEIPTS (FDD pages 72–406)
What This Means (2025 FDD)
According to the 2025 Camp Margaritaville FDD, Confidential Information plays a crucial role in maintaining the competitive advantage of the Camp Margaritaville system. Franchisees acknowledge that they will receive access to valuable specialized training and Confidential Information, which provides a competitive edge to all Camp Margaritaville Resorts. During the term of the agreement, franchisees are prohibited from diverting business away from Camp Margaritaville Resorts or performing any actions that could harm the goodwill associated with the Camp Margaritaville Intellectual Property or System. This includes refraining from staffing the Hotel with revenue management, sales, or marketing personnel that support non-Margaritaville-branded lodging locations. These measures are in place to protect the brand and maintain consistency across all Camp Margaritaville locations.
The FDD defines 'Confidential Information' as the terms and conditions of the agreement, any and all applicable IP Rights, proprietary and confidential information of CRS Supplier, Margaritaville, or Customer, their affiliates, subsidiaries, successors or assigns concerning their past, present or future industrial, corporate, and trade secrets, research, development, business activities or affairs, finances, methods of operation, processes and systems, and agreements related to the business of CRS Supplier, Margaritaville, or Customer disclosed under this Agreement. However, information that is publicly known, already in the receiving party's possession, rightfully disclosed without restriction, or independently developed without using the other party's Confidential Information is excluded from this definition. Supplier Aggregate Data (that does not identify any specific Property, person or Customer and that does not constitute Guest Information) is not Confidential Information and CRS Supplier may use such data at its sole discretion.
Upon termination of the franchise agreement, franchisees must cease using and delete all Confidential Information. This includes removing all references to the Camp Margaritaville Intellectual Property, the Camp Margaritaville System, and the Buffett IP Rights from the resort. Franchisees are required to change menu items, remove signage, and alter staff uniforms to eliminate any association with the Camp Margaritaville brand. All copies of Confidential Information must be deleted or returned, and any elements of the Design Plans indicative of the Camp Margaritaville System must be removed. Franchisees must also stop using related social media and online business directories. These 'De-Branding Actions' are subject to a $10,000 oversight fee payable to Camp Margaritaville, in addition to the franchisee's costs for carrying out the de-branding process.