Court Dismisses Hospitality Group's Indemnity Claims Against Web Vendor Over ADA Website Accessibility

On December 19, 2025, the United States District Court for the Southern District of Florida granted a motion to dismiss a third-party complaint brought by Grove Bay Hospitality Group, LLC against web development company Popmenu Inc. The ruling, issued in case 1:25-cv-21378, dismissed the hospitality operator's claims with prejudice.

Background and ADA Settlement

The dispute originated from an underlying lawsuit filed under Title III of the Americans with Disabilities Act (ADA). A blind Miami resident alleged that Grove Bay's website was not fully accessible because it failed to function properly with screen reading software. Grove Bay answered the initial complaint on April 25, 2025. On September 24, 2025, the plaintiff and Grove Bay filed a joint notice of settlement resolving the underlying action, leaving only Grove Bay's claims against Popmenu pending.

The Third-Party Claims

On June 23, 2025, Grove Bay filed a third-party complaint against Popmenu, a provider specializing in restaurant website development. Grove Bay alleged that Popmenu had assured the hospitality group that the website conformed to recognized standards, specifically the Web Content Accessibility Guidelines (WCAG), and argued that Popmenu should bear liability for any ADA non-compliance. Grove Bay asserted three causes of action under Florida law:

• Common law indemnity
• Negligent misrepresentation
• Violations of Florida's Deceptive and Unfair Trade Practices Act (FDUTPA)

Popmenu moved to dismiss all claims under Federal Rule of Civil Procedure 12(b)(6) and Rule 9(b) on August 15, 2025.

Enforceability of the Terms of Service

Central to Popmenu's defense was its online Terms of Service, which Grove Bay did not attach to its third-party complaint. The court determined it could consider the external document because it was central to Grove Bay's claims and its authenticity was not disputed.

Grove Bay argued that the Terms of Service were buried within a hyperlink in the Subscription Agreement and had not been separately negotiated or knowingly assented to. The court rejected this argument, finding the hyperlink legally conspicuous under standards applicable to browsewrap agreements. The court observed that "Popmenu Terms of Service" appeared twice directly above Grove Bay's signature lines in red, underlined text next to the full URL, putting Grove Bay on sufficient inquiry notice.

The court noted that Popmenu's Terms of Service explicitly stated the company "does not warrant that the services will satisfy or ensure compliance with any legal obligations or laws or regulations that may be applicable to you, including the Americans with Disabilities Act of 1990 ('ADA')" and specifically disclaimed responsibility for losses resulting from ADA claims.

Ruling on Indemnity, Negligent Misrepresentation, and FDUTPA

Applying these contractual terms and Florida law, the court dismissed all three counts:

• Common Law Indemnity: Under Florida law, common law indemnity requires a party to show that it is entirely without fault and that a special relationship exists due to a breach of duty. Because the enforceable Terms of Service excluded liability for ADA claims, Grove Bay could not show that Popmenu breached any contractual obligation or was otherwise at fault.
• Negligent Misrepresentation and FDUTPA: Under Federal Rule of Civil Procedure 9(b), claims grounded in fraud or mistake must be pleaded with particularity. The court held that Grove Bay failed to allege the specific content, author, date, time, and location of the alleged oral or written misrepresentations regarding WCAG compliance. The court also held that these claims were directly contradicted by the express disclaimers in the Terms of Service.

Consequently, the court granted Popmenu's motion, dismissed the third-party complaint with prejudice, denied all pending motions as moot, and closed the case.

The full ruling can be accessed via govinfo.gov.