Under what circumstances related to trademark infringement will Camp Margaritaville provide indemnification to the franchisee?
Camp_Margaritaville Franchise · 2025 FDDAnswer from 2025 FDD Document
materially incorrect in any material respect when made and has or will adversely affect the interest of the Franchisor;
- (e) Franchisee's negligence, gross negligence, knowingly willful misconduct, or fraud;
- (f) any data breach or failure to secure Guest Profile Data in compliance with Applicable Law;
- (g) any breach, failure, or incidence of non-compliance with PCI Security Standards; or
- (h) personal injuries or losses occurring on the premises of the Resort.
Section 10.02 Indemnification by Franchisor. Franchisor shall defend, indemnify, and hold harmless Franchisee and its Affiliates and their respective owners, members, partners, trustees, beneficiaries, directors, officers, employees and agents, and the successors and assigns of each of the foregoing (collectively, the "Franchisee Indemnified Parties") for, from and against any and all Third-Party Claims if and to the extent arising out of:
- (a) any Event of Default by Franchisor;
- (b) the infringement or alleged infringement of another's trademark as a result of Franchisee's use of the Sub-Licensed Marks according to this Agreement, which are either registered in or allowed for registration in the class of goods or services of the infringement or alleged infringement;
Source: Item 23 — RECEIPTS (FDD pages 72–406)
What This Means (2025 FDD)
According to Camp Margaritaville's 2025 Franchise Disclosure Document, Camp Margaritaville (the Franchisor) will defend, indemnify, and hold harmless the Franchisee against third-party claims under specific conditions related to trademark and intellectual property infringement.
Specifically, Camp Margaritaville will indemnify the franchisee if the infringement or alleged infringement of another's trademark results from the franchisee's use of sub-licensed marks according to the franchise agreement. This protection applies only if the marks are either registered or allowed for registration in the class of goods or services related to the infringement. The document clarifies that "allowed for registration" means the trademark office has approved the mark and the opposition period has passed without any opposition.
Additionally, Camp Margaritaville will indemnify the franchisee if the infringement or alleged infringement of another's intellectual property rights arises from the franchisee's use of sub-licensed trade dress and Margaritaville artwork, provided that this artwork is created or provided by or on behalf of Camp Margaritaville and used in accordance with the franchise agreement. This section ensures that franchisees are protected when using intellectual property provided by the franchisor, assuming they adhere to the terms of the agreement.