Under the Baymont Inn Suites Assignment and Assumption Agreement, what does the agreement supplement and modify?
Baymont_Inn_Suites Franchise · 2025 FDDAnswer from 2025 FDD Document
IN CONSIDERATION of the mutual promises in this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which are acknowledged by the parties, it is agreed as follows:
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- Assignor assigns, transfers, bargains, sells, and delegates to Assignee all of its rights, title, and interest in and to the Primary Agreements and its obligations existing and arising in the future under the Primary Agreements.
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- Assignee accepts and assumes the rights, benefits and obligations of Assignor under the Primary Agreements, effective as of the date of this Agreement, including all existing and future obligations to pay and perform under the Primary Agreements. Assignor shall remain secondarily liable for payment of and performance under the Primary Agreements. The owners of Assignee have executed the Guaranty attached to this Agreement as Appendix A.
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- To induce Company to consent to this Agreement and the assignment of the
Source: Item 23 — RECEIPTS (FDD pages 97–443)
What This Means (2025 FDD)
According to the 2025 Baymont Inn Suites Franchise Disclosure Document, the Assignment and Assumption Agreement pertains to the transfer of rights, title, and interest in the Primary Agreements. The agreement ensures that the assignee accepts and assumes all rights, benefits, and obligations of the assignor under these Primary Agreements, effective from the date of the agreement. This includes both existing and future obligations related to payment and performance. The assignor remains secondarily liable for these obligations, and the owners of the assignee are required to execute a Guaranty attached to the agreement.
In essence, the Assignment and Assumption Agreement facilitates the transfer of a Baymont Inn Suites franchise from one party (the assignor) to another (the assignee). It ensures that the assignee takes on all responsibilities and benefits associated with the original franchise agreement. The requirement for the assignor to remain secondarily liable provides an additional layer of security for Baymont Inn Suites, while the Guaranty from the assignee's owners further reinforces their commitment to fulfilling the franchise obligations.
For a prospective Baymont Inn Suites franchisee, this means that if they decide to sell their franchise, the Assignment and Assumption Agreement will be the mechanism through which the new owner takes over their responsibilities. It also highlights the importance of ensuring that any potential buyer is fully aware of and prepared to meet all the obligations outlined in the original franchise agreement. The agreement protects Baymont Inn Suites's interests by ensuring a smooth transition and continued adherence to the franchise terms.