How is 'cause' defined in the context of cancelling the Bw Premier Collection agreement?
Bw_Premier_Collection Franchise · 2025 FDDAnswer from 2025 FDD Document
Either Party may cancel this Agreement upon thirty (30) days' notice with cause. Prior to such notice of cancellation, the Party alleging "cause" shall provide the other Party written notice of the "cause" and, if the breach is capable of being cured, allow for a fifteen (15) day cure period. For purposes of this Agreement, "cause" shall be defined as a Party's breach of a material term of this Agreement (e.g., if the
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Hotel fails to meet an obligation listed in Section 3 of this Agreement or there is a transfer or assignment in violation of paragraph 4.h.). In the event BWI cancels this Agreement for cause, Hotel will pay BWI liquidated damages in an amount calculated by taking the average of the prior twelve (12) months fees owed to BWI (but if fees have been owed to BWI for less than twelve (12) months, the average of all prior months) and multiplying that average by the lesser of: (i) twelve (12), or (ii) the remaining number of months in the Term.
Source: Item 23 — Receipts (FDD pages 54–203)
What This Means (2025 FDD)
According to Bw Premier Collection's 2025 Franchise Disclosure Document, "cause" for cancellation of the agreement is defined as a party's breach of a material term of the agreement. An example provided is if the Hotel fails to meet an obligation listed in Section 3 of the agreement or if there is a transfer or assignment in violation of paragraph 4.h.
Bw Premier Collection or the Hotel can cancel the agreement with 30 days' notice if there is cause. However, the party alleging cause must provide written notice of the cause to the other party and allow a 15-day cure period if the breach can be fixed. If Bw Premier Collection cancels the agreement for cause, the Hotel will pay liquidated damages to Bw Premier Collection. These damages are calculated by averaging the fees owed to Bw Premier Collection for the prior twelve months (or all prior months if less than twelve) and multiplying that average by the lesser of twelve or the remaining number of months in the Term.
It is important to note that in Virginia, the definition of "reasonable cause" may be determined by the Virginia Retail Franchising Act or the laws of Virginia, and any grounds for default or termination stated in the franchise agreement that do not constitute "reasonable cause" may not be enforceable. Additionally, in Washington, the provisions of the Washington Franchise Investment Protection Act may prevail in the event of a conflict of laws, potentially impacting termination and renewal aspects of the agreement.