Under what circumstances related to the Management Company's actions during the construction, development, or operation of the Resort, including violations of Applicable Law, can Camp Margaritaville seek indemnity?
Camp_Margaritaville Franchise · 2025 FDDAnswer from 2025 FDD Document
or omission of Manager relating directly or indirectly to the Resort will be deemed and considered the act or omission of Franchisee for purposes of Franchisor's rights and remedies under the Franchise Agreement, including, without limitation, Franchisee's indemnification and defense obligations under Article X of the Franchise Agreement, any other agreement, or applicable law; Franchisor's remedies under Article XIV, and the dispute resolution provisions under XV, including without limitation the arbitration provisions; and the general obligations and provisions of Article XIX of the Franchise Agreement.
Source: Item 23 — RECEIPTS (FDD pages 72–406)
What This Means (2025 FDD)
According to Camp Margaritaville's 2025 Franchise Disclosure Document, the actions or omissions of the Manager directly or indirectly related to the Resort are considered the actions or omissions of the franchisee. This means Camp Margaritaville can exercise its rights and remedies under the Franchise Agreement as if the franchisee committed the act or omission.
Specifically, this includes the franchisee's obligations to indemnify and defend Camp Margaritaville under Article X of the Franchise Agreement, any other agreement, or applicable law. It also includes Camp Margaritaville's remedies under Article XIV, the dispute resolution provisions under Article XV (including arbitration), and the general obligations and provisions of Article XIX of the Franchise Agreement.
In essence, if the Manager's actions during the construction, development, or operation of the Resort lead to a situation where Camp Margaritaville incurs losses or liabilities, the franchisee is responsible for covering those losses and defending Camp Margaritaville. This extends to violations of applicable laws, meaning if the Manager violates a law, the franchisee is responsible as if they had violated the law themselves.