What are the franchisee's obligations to Delta Hotels By Marriott after termination of the franchise agreement?
Delta_Hotels_By_Marriott Franchise · 2025 FDDAnswer from 2025 FDD Document
any Electronic Systems, advertising or any articles that display any of the Proprietary Marks or any trade dress or distinctive features or designs associated with the System or Franchisor Products;
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- remove any signs containing any Proprietary Marks (if Franchisee is unable to remove the signs immediately, Franchisee will cover the signs and remove them within 48 hours);
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- remove from any internet sites all content under its control related to the System or Franchisor and take all actions necessary to disassociate itself from Franchisor on the internet. Franchisee will, at Franchisor's option, cancel or assign to Franchisor or its designee, any domain name under the control of Franchisee or its Affiliates that contains any Proprietary Mark, or any mark that Franchisor determines is confusingly similar, including misspellings and acronyms;
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- cancel any fictitious, trade or assumed name or equivalent registration that contains any Proprietary Mark or any variations, and provide satisfactory evidence to Franchisor of its compliance within 30 days after expiration or termination of this Agreement;
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- deliver to Franchisor the originals and all copies of any Intellectual Property and all other materials relating to the operation of the Hotel under the System, including Guest Personal Data. Franchisee will not retain a copy of any Intellectual Property or such other System materials (including electronic copies), except for any documents that Franchisee reasonably needs for compliance with Applicable Law. If Franchisor explicitly permits Franchisee to use any Intellectual Property or such other System material after the termination or expiration date, such use by Franchisee will be in accordance with this Agreement and Applicable Law;
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- cease using any of the Confidential Information or the System and disclosing it to anyone not authorized by Franchisor to receive it;
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- make such necessary alterations to the Hotel so that the public will not confuse it with a System Hotel. Until such alterations are completed, Franchisee will place a conspicuous sign at the registration desk, stating that the Hotel is no longer a System Hotel; and
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- advise all customers in accordance with the Standards that the Hotel is no longer a System Hotel.
B. Other Obligations and Termination Costs. On expiration or termination of this Agreement, Franchisee will (a) comply with the obligations in the Sections referenced under Section 27.8; and (b) promptly pay: (i) all amounts owing to Franchisor; (ii) all of Franchisor's costs or fees charged for removing the Hotel from the System (including any costs resulting from cancellation of reservations or early departures by customers receiving the notice sent pursuant to Section 20.2); and (iii) a reasonable estimate of costs and fees that will be due but have not yet been invoiced (if the estimated payment exceeds actual amounts due, Franchisor will refund the difference to Franchisee). Franchisor will have the right to recover reasonable legal fees and court costs incurred in collecting such amounts. If this Agreement is terminated under Section 21.2, Franchisee will cooperate with Franchisor in pursuing its claim under the business interruption insurance required under this Agreement.
20.2 Franchisor's Rights on Expiration or Termination. Before or on the expiration or termination of this Agreement, Franchisor may give notice that the Hotel is leaving the System and take any other action related to customers, Travel Management Companies, suppliers and other Persons affected by such expiration or termination, and Franchisor will not be liable for any Damages related to such notice or action.
21. CONDEMNATION AND CASUALTY
21.1 Condemnation.
- A. Condemnation Notification. Franchisee will promptly notify Franchisor if it receives notice of any proposed taking of any portion of the Hotel by eminent domain, condemnation, compulsory acquisition or similar proceeding by any governmental authority.
- B. Condemnation Restoration. If the condemnation award is sufficient to restore the Hotel to meet the Standards, Franchisee will cause the Hotel to be promptly restored and reopened within a reasonable time.
- C. Condemnation Termination. If the taking in Section 21.1.A. would materially affect the continued operation of the Hotel as a System Hotel on a permanent basis, Franchisor or Franchisee may terminate this Agreement, in which case, Franchisor and Franchisee will execute a termination agreement and release on Franchisor's then-current form, and Franchisee will comply with the post-termination obligations in Section 20.
- D. No Liquidated Damages on Condemnation Termination. A termination under this Section 21.1 will not be a default under this Agreement and Franchisee will not be required to pay liquidated damages.
Source: Item 23 — RECEIPTS (FDD pages 134–251)
What This Means (2025 FDD)
According to the 2025 Delta Hotels By Marriott Franchise Disclosure Document, upon the expiration or termination of the franchise agreement, the franchisee has several obligations. Delta Hotels By Marriott requires the franchisee to immediately cease operating the hotel as a Delta Hotels By Marriott System Hotel and to avoid creating any impression that it is still part of the Delta Hotels By Marriott system, unless explicitly required by other sections of the agreement. The franchisee must also stop using and remove all Delta Hotels By Marriott intellectual property and identifying characteristics from the hotel and any other business locations, including electronic systems and advertising.
Additionally, the franchisee is obligated to remove all signs containing Delta Hotels By Marriott proprietary marks. If immediate removal isn't possible, the franchisee must cover the signs and remove them within 48 hours. The franchisee must also remove all content related to the Delta Hotels By Marriott system from any internet sites under their control and take necessary actions to disassociate themselves from Delta Hotels By Marriott online. Delta Hotels By Marriott has the option to have the franchisee cancel or assign to them any domain names containing proprietary marks.
Furthermore, the franchisee must cancel any trade names or registrations containing Delta Hotels By Marriott proprietary marks and provide evidence of compliance within 30 days. All originals and copies of intellectual property and materials related to the hotel's operation under the Delta Hotels By Marriott system, including guest personal data, must be delivered to Delta Hotels By Marriott. The franchisee must also cease using any confidential information or the Delta Hotels By Marriott system and disclosing it to unauthorized parties. The franchisee must make necessary alterations to the Hotel so that the public will not confuse it with a System Hotel, and until such alterations are completed, Franchisee will place a conspicuous sign at the registration desk, stating that the Hotel is no longer a System Hotel and advise all customers that the Hotel is no longer a System Hotel.
Delta Hotels By Marriott also requires the franchisee to comply with obligations outlined in specific sections of the franchise agreement, as referenced under Section 27.8. The franchisee is responsible for promptly paying all amounts owed to Delta Hotels By Marriott, including costs for removing the hotel from the system and a reasonable estimate of costs and fees that have not yet been invoiced. Delta Hotels By Marriott retains the right to recover legal fees and court costs associated with collecting these amounts. If the agreement is terminated under Section 21.2, the franchisee must cooperate with Delta Hotels By Marriott in pursuing claims under the required business interruption insurance.