Which sections of the Baymont Inn Suites franchise agreement survive termination of the agreement?
Baymont_Inn_Suites Franchise · 2025 FDDAnswer from 2025 FDD Document
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- Audit Rights. Notwithstanding the Termination Date, we retain the right to perform audits of the Facility's books and records for a period of two years after the Termination Date. You acknowledge that your audit and record keeping obligations under the Franchise Agreement survive until the expiration of the two-year period. You agree promptly to pay or contest in good faith any audit assessment we issue if we determine that any additional Recurring Fees or other amounts may be due to us as a result of the audit. Your obligations under this Section terminate at the end of the two-year audit period.
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- Representations and Warranties. You and each Guarantor represent and warrant to us that: (a) you have reported the Gross Room Revenues of the Facility accurately and correctly calculated the fees due during the Term of the Franchise Agreement; (b) after the Termination Date, neither your nor any Guarantor will retain possession of any Confidential Materials we provided to you; (c) you, each Guarantor, and your respective agents have not disclosed or made unauthorized copies of any Confidential Materials in violation of the Franchise Agreement; (d) no consent of any third party is required to enter into or perform this Agreement; (e) neither your nor any Guarantor has filed a lawsuit or arbitration demand against us, our direct and indirect parent companies or affiliates; (f) neither you nor any Guarantor is the subject of any pending bankruptcy, receivership, composition, assignment, or similar proceeding; (g) you have obtained the necessary authorization to execute and perform this Agreement; and (h) the persons negotiating and executing this Agreement on your behalf have been duly authorized by your owners and your governance board to do so.
Source: Item 23 — RECEIPTS (FDD pages 97–443)
What This Means (2025 FDD)
According to Baymont Inn Suites's 2025 Franchise Disclosure Document, several obligations extend beyond the termination date of the franchise agreement. Specifically, Baymont Inn Suites retains the right to audit the Facility's books and records for two years following the termination date, and the franchisee's audit and record-keeping obligations continue until the end of this two-year period. The franchisee is obligated to promptly address any audit assessments issued by Baymont Inn Suites if additional fees are deemed due.
Additionally, the franchisee and any guarantors must accurately report Gross Room Revenues and correctly calculate fees due during the term of the Franchise Agreement. Post-termination, neither the franchisee nor any guarantor can retain any Confidential Materials provided by Baymont Inn Suites, and they must not disclose or make unauthorized copies of such materials.
These clauses ensure that Baymont Inn Suites can verify financial accuracy and protect its confidential information even after the franchise agreement has ended. This is a fairly standard practice in franchising, as franchisors need to ensure compliance with financial obligations and protect their proprietary information, even after a franchisee leaves the system. Prospective franchisees should be aware of these ongoing obligations and ensure they maintain accurate records and properly handle confidential information to avoid potential disputes after the franchise term concludes.