What is the guarantor warranting to Baymont Inn Suites regarding the assignee?
Baymont_Inn_Suites Franchise · 2025 FDDAnswer from 2025 FDD Document
To induce Baymont Franchise Systems, Inc., its successors, assigns, and affiliates ("Company") to consent to the assignment and assumption of the Primary Agreements (as defined in the Assignment and Assumption Agreement (the "Agreement") to which this Guaranty is attached), the undersigned, personally, jointly and severally ("we, "our" or "us") irrevocably and unconditionally (i) warrant to Company that Assignee's representations and warranties in the Agreement and in the Franchise Agreement are true and correct as stated; and (ii) guaranty that all of Franchisee's obligations under the Primary Agreements will be punctually paid and performed, from and after the time Assignee becomes the Franchisee under the Franchise Agreement. Capitalized terms not defined in this Guaranty have the meanings given to them in the Agreement.
Upon default by Franchisee and notice from Company, we will immediately make each unpaid payment and perform, or cause Franchisee to perform, each unperformed obligation of Franchisee under the Primary Agreements. Without affecting our obligations under this Guaranty, without notice to us, Company may extend, modify or release any indebtedness or obligation of Franchisee, or settle, adjust or compromise any claims against Franchisee. We waive notice of amendment of the Agreements. We acknowledge that the provisions of Section 17 of the Franchise Agreement, including but not limited to Section 17.4 (Remedies) and Section 17.6 (Choice of Law; Venue; Dispute Resolution, including but not limited to Section 17.6.4 (Waiver of Jury Trial)), apply to this Guaranty.
Upon the death of an individual guarantor, the estate of the guarantor will be bound by this Guaranty for obligations of Franchisee to Company existing at the time of death, and the obligations of all other guarantors will continue in full force and effect.
This Guaranty may be executed in one or more counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument.
Source: Item 22 — CONTRACTS (FDD pages 96–97)
What This Means (2025 FDD)
According to Baymont Inn Suites's 2025 Franchise Disclosure Document, a guarantor must sign a Guaranty to induce Baymont Franchise Systems, Inc. to consent to the assignment and assumption of the Primary Agreements. The guarantor warrants to Baymont Inn Suites that the assignee's representations and warranties in the Assignment and Assumption Agreement and in the Franchise Agreement are true and correct as stated. The guarantor also guarantees that all of the franchisee's obligations under the Primary Agreements will be punctually paid and performed, from and after the time the assignee becomes the franchisee under the Franchise Agreement.
This means that if a franchisee wants to transfer their franchise to a new owner (the assignee), Baymont Inn Suites may require a personal guaranty from a third party. This guaranty ensures that the new owner meets the brand's standards and will fulfill all financial and operational obligations outlined in the franchise agreement. The guarantor is essentially vouching for the creditworthiness and capabilities of the incoming franchisee.
Furthermore, the guarantor's obligations remain even if Baymont Inn Suites modifies or releases any of the franchisee's debts or obligations, or settles any claims against the franchisee, without notifying the guarantor. The guarantor is also bound by the dispute resolution terms outlined in Section 17 of the Franchise Agreement, including the waiver of a jury trial. The obligations of other guarantors will continue if an individual guarantor dies, and the estate of the deceased guarantor will be bound by the Guaranty for obligations of Franchisee to Company existing at the time of death.
This requirement protects Baymont Inn Suites by providing an additional layer of security when a franchise changes hands. Prospective franchisees should carefully review the terms of the Guaranty and understand the full extent of their obligations before signing.