What is the extent of Microsoft's liability to Crowne Plaza franchisees regarding claims for damages or payments?
Crowne_Plaza Franchise · 2025 FDDAnswer from 2025 FDD Document
substantially in accordance with its user documentation. This warranty is valid for a period of one year from the date you first run a copy of the version. To the maximum extent permitted by law, any warranties imposed by law concerning the products are limited to the same extent and the same one year period. This warranty does not apply to components of products which you are permitted to redistribute under applicable product use rights, or if failure of the product has resulted from accident, abuse or misapplication. If you notify Microsoft within the warranty period that a product does not meet this warranty, then Microsoft will, at its option, either (1) return the price paid for the product or (2) repair or replace the product. To the maximum extent permitted by law, this is your exclusive remedy for any failure of any commercial product to function as described in this paragraph.
- Free and beta products. To the maximum extent permitted by law, free and beta products, if any, are provided "as-is," without any warranties. You acknowledge that the provisions of this paragraph with regard to pre-release and beta products are reasonable having regard to, among other things, the fact that they are provided prior to commercial release so as to give you the opportunity (earlier than you would otherwise have) to assess their suitability for your business, and without full and complete testing by Microsoft.
- NO OTHER WARRANTIES. TO THE EXTENT PERMITTED BY APPLICABLE LAW, MICROSOFT DISCLAIMS AND EXCLUDES ALL REPRESENTATIONS, WARRANTIES AND CONDITIONS, WHETHER EXPRESS, IMPLIED OR STATUTORY, OTHER THAN THOSE IDENTIFIED EXPRESSLY IN THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO WARRANTIES OR CONDITIONS OF TITLE, NON-INFRINGEMENT, SATISFACTORY QUALITY, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO THE PRODUCTS AND RELATED MATERIALS. MICROSOFT WILL NOT BE LIABLE FOR ANY
Source: Item 23 — Receipts (FDD pages 100–424)
What This Means (2025 FDD)
According to the 2025 Crowne Plaza Franchise Disclosure Document, Microsoft's liability regarding claims for damages or payments is limited. For products that the franchisee pays for, Microsoft's liability is limited to the amount the franchisee paid for the product that caused the damage. However, this limitation does not apply to Microsoft's obligation to defend third-party patent or copyright infringement claims. In such cases, while the obligation to defend is not limited, Microsoft's liability to pay damages awarded in a final judgment or settlement is capped.
For free products or codes that a Crowne Plaza franchisee is authorized to redistribute without separate payment to Microsoft, Microsoft's total liability is capped at US$5,000 or its equivalent in local currency. The agreement also stipulates that neither the franchisee nor Microsoft is liable for any indirect damages, including consequential, special, or incidental damages, damages for loss of profits or revenues, business interruption, or loss of business information, even if advised of the possibility of such damages. This exclusion does not extend to either party's liability to the other for violations of intellectual property rights.
The limitations and exclusions of liability apply regardless of whether the liability is based on breach of contract, tort (including negligence), strict liability, breach of warranties, or any other legal theory. These terms are applicable to the relationship between Microsoft and Crowne Plaza franchisees concerning the software products they use in their operations.