Which state's laws govern the Baymont Inn Suites franchise agreement?
Baymont_Inn_Suites Franchise · 2025 FDDAnswer from 2025 FDD Document
ADDENDUM TO THE FRANCHISE DISCLOSURE DOCUMENT PURSUANT TO THE RHODE ISLAND FRANCHISE INVESTMENT ACT
The following provisions supersede the Franchise Disclosure Document and apply to all licenses or franchises offered and sold in the State of Rhode Island:
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- The Franchise Agreement shall be governed by Rhode Island Law with respect to any claim enforceable under the Rhode Island Franchise Investment Act (the "Act").
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- Section 19-28.1-14 of the Act provides that a provision in a license or franchise agreement restricting jurisdiction or venue to a forum outside the State of Rhode Island is void with respect to a claim otherwise enforceable under the Act.
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- No statement, questionnaire, or acknowledgment signed or agreed to by a franchisee in connection with the commencement of the franchise relationship shall have the effect of (i) waiving any claims under any applicable state franchise law, including fraud in the inducement, or (ii) disclaiming reliance on any statement made by any franchisor, franchise seller, or other person acting on behalf of the franchisor. This provision supersedes any other term of any document executed in connection with the franchise.
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- Each provision of this Addendum shall be effective only to the extent that, with respect to such provision, the jurisdictional requirements of the Rhode Island Franchise Investment Act (§§ 19- 28.1- 1 through 19-28.1-34) are met independently without reference to this Addendum.
ADDENDUM TO THE FRANCHISE DISCLOSURE DOCUMENT PURSUANT TO THE VIRGINIA RETAIL FRANCHISING ACT
In recognition of the restrictions contained in Section 13.1-564 of the Virginia Retail Franchising Act, the Franchise Disclosure Document for Baymont Franchise Systems, Inc. for use in the Commonwealth of Virginia shall be amended as follows:
The following statement is added to Item 17.h of the Franchise Disclosure Document and Section 11 of the Franchise Agreement.
Pursuant to Section 13.1-564 of the Virginia Retail Franchising Act, it is unlawful for a licensor to cancel a franchise without reasonable cause. If any grounds for default or termination stated in the Franchise Agreement does not constitute "reasonable cause," as that term may be defined in the Virginia Retail Franchising Act or the laws of Virginia, that provision may not be enforceable.
Source: Item 23 — RECEIPTS (FDD pages 97–443)
What This Means (2025 FDD)
According to the 2025 Baymont Inn Suites Franchise Disclosure Document, the franchise agreement is generally governed by the laws of the state where the franchisee is located. However, there are specific addenda for Rhode Island and Virginia that stipulate those states' laws will govern claims enforceable under their respective franchise acts.
For franchises offered and sold in Rhode Island, the Franchise Agreement is governed by Rhode Island law with respect to any claim enforceable under the Rhode Island Franchise Investment Act. Additionally, any provision restricting jurisdiction or venue to a forum outside of Rhode Island is void with respect to claims enforceable under this Act.
For franchises in Virginia, the FDD is amended to include a statement in Item 17.h and Section 11 of the Franchise Agreement, referencing Section 13.1-564 of the Virginia Retail Franchising Act. This act states that it is unlawful for a licensor to cancel a franchise without reasonable cause, and any grounds for termination in the Franchise Agreement that do not constitute "reasonable cause" under Virginia law may not be enforceable.
Prospective franchisees should carefully review these addenda and consult with legal counsel to understand how state-specific laws may impact their franchise agreement with Baymont Inn Suites, particularly regarding dispute resolution, termination rights, and franchisee protections.