Are modifications to the Baymont Inn Suites franchise agreement binding?
Baymont_Inn_Suites Franchise · 2025 FDDAnswer from 2025 FDD Document
For value received, WYNDHAM HOTELS & RESORTS, INC., a Delaware corporation, located at 22 Sylvan Way, Parsippany, New Jersey 07054, USA, absolutely and unconditionally guarantees the performance by its indirect subsidiary, BAYMONT FRANCHISE SYSTEMS, INC., a Delaware corporation, with its registered office located at 22 Sylvan Way, Parsippany, New Jersey 07054, USA, as franchisor, of all its obligations in accordance with the terms and conditions of its franchise or license agreements and other agreements issued pursuant to the Baymont Inn & Suites Franchise Disclosure Document and entered into from and after the date hereof as such franchise, license and other agreements shall have been or may hereafter be amended, modified, renewed or extended from time to time. This Guaranty shall continue in force until all such obligations of BAYMONT FRANCHISE SYSTEMS, INC. shall have been satisfied or until such liability of BAYMONT FRANCHISE SYSTEMS, INC. to such franchisees or licensees has been completely discharged, whichever first occur. WYNDHAM HOTELS & RESORTS, INC. shall not be discharged from liability hereunder as long as any such claim by a franchisee or licensee against BAYMONT FRANCHISE SYSTEMS, INC. remains outstanding. Notice of acceptance is waived. Notice of default on the part of BAYMONT FRANCHISE SYSTEMS, INC. is not waived. This Guaranty shall be binding upon WYNDHAM HOTELS & RESORTS, INC., its successors and assigns.
Source: Item 17 — RENEWAL, TERMINATION, TRANSFER AND DISPUTE RESOLUTION (FDD pages 81–85)
What This Means (2025 FDD)
According to the 2025 Baymont Inn Suites FDD, modifications to the franchise agreement are binding due to a guaranty of performance. Wyndham Hotels & Resorts, Inc. guarantees Baymont Franchise Systems, Inc.'s performance of its obligations under the franchise agreements. This guarantee extends to any amendments, modifications, renewals, or extensions made to these agreements.
This means that any changes made to the original franchise agreement after it's signed, whether through amendments, renewals, or extensions, are also covered by Wyndham Hotels & Resorts, Inc.'s guarantee. This provides franchisees with some assurance that the franchisor will uphold its commitments, even if the agreement is altered over time.
However, it is important to note that while Wyndham Hotels & Resorts, Inc. guarantees the performance of Baymont Franchise Systems, Inc., this guarantee remains in effect only until all obligations of Baymont Franchise Systems, Inc. are satisfied or their liability to franchisees is completely discharged. Franchisees should be aware that notice of default on the part of Baymont Franchise Systems, Inc. is not waived, meaning Wyndham Hotels & Resorts, Inc. must be notified of any defaults to be held liable under the guarantee.