What rules govern the arbitration process for disputes related to Delta Hotels By Marriott?
Delta_Hotels_By_Marriott Franchise · 2025 FDDAnswer from 2025 FDD Document
n all permits, certificates and licenses necessary to operate the Hotel and comply with the Marriott Agreements.
- 22.2 Notice of Legal Actions. Within seven days of receipt, Franchisee will notify Franchisor and provide copies of: (i) any Claim involving the Hotel, Franchisee or Franchisor; (ii) any judgment, order, or other decree related to the Hotel or Franchisee; or (iii) any inspection reports and warnings about a material failure to meet health or life safety requirements or any other material violation of Applicable Law related to the Hotel or Franchisee. This Section 22.2 will not change any notice requirement that Franchisee may have under any insurance policies.
23. RELATIONSHIP OF PARTIES
This Agreement does not create a fiduciary relationship between Franchisor and Franchisee. Franchisee is an independent contractor, and neither party is an agent, legal representative, joint venturer, partner, joint employer, or employee of the other for any purpose and Franchisee will make no representation to the contrary. Nothing in this Agreement authorizes Franchisee to make any agreement or representation on Franchisor's behalf or to incur any obligation in Franchisor's name.
24. GOVERNING LAW; ARBITRATION; INTERIM RELIEF; COSTS OF ENFORCEMENT; WAIVERS
24.1 Governing Law, Arbitration, and Jurisdiction.
A. Governing Law. This Agreement takes effect on its acceptance and execution by Franchisor in Maryland and will be construed under and governed by Maryland law, which law will prevail if there is any conflict of law. Nothing in this Section 24.1 will make the Maryland Franchise Registration and Disclosure Law apply to this Agreement or the relationship between Franchisor and Franchisee, if such law would not otherwise apply.
B. Arbitration.
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- Except as otherwise specified in this Agreement and for Claims for indemnification under Section 14 or actions for injunctive or other equitable relief under Section 24.2, any Dispute related to the Hotel, the Marriott Agreements, the relationship of the parties, or any actions or omissions in connection with any of the above, will be resolved, referred to, and finally settled by, arbitration under and in accordance with the Commercial Arbitration Rules of the American Arbitration Association (or any similar successor rules). The arbitrator(s) will be appointed in accordance with such rules. The number of arbitrators will be one unless the parties agree otherwise in accordance with such rules. The place where arbitration proceedings will be conducted is Baltimore, Maryland. The party bringing the arbitration will submit the following together with any demand or filing required by the American Arbitration Association: (i) a full and specific description of the claim under this Agreement, including identifying the specific provisions that the other party has breached, (ii) documentary evidence of the facts alleged by the complaining party, and (iii) a declaration under penalty of perjury that all facts stated in the claim and documentation are true and correct and do not fail to state facts known to the complaining party that are material to the determination of the dispute.
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- The decision of the arbitral tribunal will be final and binding on the parties and will be enforceable in any courts having jurisdiction. The arbitral tribunal will have no authority to amend or modify the terms of this Agreement. The arbitral tribunal will have the right to award or include in its award any relief it deems proper, including money damages and interest on unpaid amounts, specific performance and legal fees and costs in accordance with this Agreement;
Source: Item 23 — RECEIPTS (FDD pages 134–251)
What This Means (2025 FDD)
According to the 2025 Franchise Disclosure Document, any dispute related to a Delta Hotels By Marriott hotel, the Marriott Agreements, the relationship between the parties, or any actions or omissions connected to these items will be settled through arbitration, except for claims for indemnification or actions for injunctive or other equitable relief. This arbitration will follow the Commercial Arbitration Rules of the American Arbitration Association. Unless both parties agree otherwise, a single arbitrator will handle the proceedings, which will take place in Baltimore, Maryland.
Delta Hotels By Marriott requires the party initiating the arbitration to provide a detailed claim description, including the breached provisions, factual evidence, and a declaration confirming the truthfulness of the claim. The arbitrator's decision is final and binding but cannot amend or modify the franchise agreement. The arbitrator can award relief, including monetary damages, interest, specific performance, and legal fees, but cannot award punitive, consequential, or exemplary damages, except those related to the misuse of Delta Hotels By Marriott's intellectual property.
The costs of the arbitration will be allocated as determined by the arbitrator. Arbitration proceedings will be conducted individually and not on a class-wide basis, and they will not be consolidated with other proceedings involving Delta Hotels By Marriott, although Delta Hotels By Marriott can join certain related parties in the proceeding. Franchisees or Delta Hotels By Marriott can seek interim relief from a court without waiving their rights.
This means that franchisees must resolve most disputes through arbitration rather than traditional court proceedings, potentially affecting the cost and speed of resolution. The waiver of punitive damages limits the potential financial recovery in a dispute, except in cases involving intellectual property misuse. The location of arbitration in Baltimore, Maryland, may require franchisees to incur travel and legal expenses to participate in the proceedings. The ability to seek interim relief from a court provides a safeguard for protecting rights during the arbitration process.