Under what condition is a Baymont Inn Suites franchise subject to termination when transferring the facility?
Baymont_Inn_Suites Franchise · 2025 FDDAnswer from 2025 FDD Document
curred by the Indemnitee if your insurer or you do not assume defense of the Indemnitee promptly when requested, or separate counsel is appropriate, in our discretion, because of actual or potential conflicts of interest. We must approve any resolution or course of action in a matter that could directly or indirectly have any adverse effect on us or the Chain, or could serve as a precedent for other matters.
- 8.3 We will indemnify, defend and hold you harmless, to the fullest extent permitted by law, from and against all Losses and Expenses incurred by you in any action or claim arising from your proper use of the System alleging that your use of the System and any property we license to you is an infringement of a third party's rights to any trade secret, patent, copyright, trademark, service mark or trade name. You will promptly notify us in writing when you become aware of any alleged infringement or an action is filed against you. You will cooperate with our defense and resolution of the claim. We may resolve the matter by obtaining a license of the property for you at our expense, or by requiring that you discontinue using the infringing property or modify your use to avoid infringing the rights of others.
9. Your Assignments, Transfers and Conveyances.
- 9.1 Transfer of the Facility. This Agreement is personal to you (and your owners if you are an entity). We are relying on your experience, skill and financial resources (and that of your owners and the guarantors, if any) to sign this Agreement with you. You may finance the Facility and grant a lien, security interest or encumbrance on it (but not in this Agreement) without notice to us or our consent. If a Transfer is to occur, the transferee or you must comply with Section 9.3. Your Franchise is subject to Termination when the Transfer occurs. The Franchise is not transferable to your transferee, who has no right or authorization to use the System and the Marks when you transfer ownership or possession of the Facility. The transferee may not operate the Facility under the System, and you are responsible for performing the post-Termination obligations in Section 13.
Source: Item 23 — RECEIPTS (FDD pages 97–443)
What This Means (2025 FDD)
According to Baymont Inn Suites's 2025 Franchise Disclosure Document, a franchise is subject to termination when a transfer of the facility occurs. Specifically, the franchise is not transferable to the new owner, who lacks the right to use the Baymont Inn Suites system and marks after the transfer of ownership or possession. The original franchisee remains responsible for post-termination obligations outlined in Section 13 of the agreement.
Baymont Inn Suites requires that if a transfer is to occur, the franchisee or the transferee must comply with Section 9.3 of the agreement. This section likely outlines the specific steps and requirements that must be met during the transfer process. The document also states that any transaction requiring consent where that consent is not first obtained will be void between the franchisee and Baymont Inn Suites. The franchisee will continue to be liable for payment and performance of their obligations until the agreement is terminated, all financial obligations are paid, and all system identification is removed from the facility.
This means that a Baymont Inn Suites franchisee cannot simply hand over the franchise to a new owner without following the franchisor's procedures and obtaining their approval. Failure to comply with these transfer requirements can lead to termination of the franchise agreement, leaving the original franchisee responsible for outstanding obligations and preventing the new owner from operating under the Baymont Inn Suites brand. Prospective franchisees should carefully review Section 9.3 and related sections of the Franchise Agreement to fully understand the transfer process and potential consequences of non-compliance.