Under the Atwell Suites Participation Agreement, can an Eligible Participant assign the agreement without AT&T's consent, and if not, under what conditions can consent be granted?

According to Atwell Suites's 2025 Franchise Disclosure Document, an Eligible Participant, generally the franchisee, cannot assign the Participation Agreement to another party without the prior written consent of AT&T. However, this consent will not be unreasonably withheld, delayed, or conditioned. This means that while Atwell Suites franchisees need AT&T's approval to transfer the agreement, AT&T must have a legitimate business reason to deny the request. Any assignment attempted without this consent is considered null and void, meaning it has no legal effect.

This requirement protects AT&T by ensuring that any new party assuming the agreement meets their standards and obligations. It also gives AT&T the opportunity to review the financial and operational capabilities of the proposed assignee. For a prospective Atwell Suites franchisee, this means that if they plan to sell their franchise or transfer the agreement to another entity, they must obtain AT&T's approval, and they should be prepared to provide information that demonstrates the assignee's ability to fulfill the agreement's obligations.

However, there is an exception where an Eligible Participant may assign in whole or relevant part its rights and obligations under this Agreement to an Eligible Participant Affiliate without AT&T's consent but upon notice to AT&T. AT&T may, without Eligible Participant's consent but upon notice to Eligible Participant, assign in whole or relevant part its rights and obligations under this Agreement to an AT&T Affiliate. In no other case may this Agreement be assigned by either party without the prior written consent of the other party (which consent will not be unreasonably withheld or delayed). In the case of any assignment, the assigning party shall remain financially responsible for the performance of the assigned obligations.