What documents constitute the entire agreement between the franchisee and franchisor for Embassy Suites?
Embassy_Suites Franchise · 2025 FDDAnswer from 2025 FDD Document
- 16.4 Entire Agreement. This Agreement and all of its attachments, documents, schedules, exhibits, and any other information specifically incorporated into this Agreement by reference will be construed together as the entire agreement between you and us with respect to the Hotel and any other aspect of our relationship and will supersede and cancel any prior and/or contemporaneous discussions or writings between you and us.
You acknowledge that you have entered into this Agreement as a result of your own independent investigation and not as a result of any representations about us made by our shareholders, officers, directors, employees, agents, representatives, developers, independent contractors, or franchisees that are contrary to the terms set forth in this Agreement, or in any disclosure document, prospectus, or other similar document required or permitted to be given to you pursuant to applicable law.
However, nothing in this Section 16.4, this Agreement, or in any of Your Hotel Agreements is intended to disclaim the representations we made in any franchise disclosure document that we furnished to you.
Source: Item 22 — CONTRACTS (FDD page 97)
What This Means (2025 FDD)
According to Embassy Suites's 2025 Franchise Disclosure Document, the entire agreement between the franchisee and Embassy Suites consists of the Franchise Agreement itself, along with all attachments, documents, schedules, exhibits, and any other information specifically incorporated into the agreement by reference. This comprehensive collection of documents represents the complete understanding between Embassy Suites and the franchisee regarding the hotel and their relationship.
This clause ensures that all aspects of the agreement are clearly defined and documented, reducing the potential for misunderstandings or disputes. It also supersedes and cancels any prior discussions or written communications between the franchisee and Embassy Suites, emphasizing that only the written agreement is binding.
However, the agreement does not disclaim any representations made by Embassy Suites in the Franchise Disclosure Document (FDD) provided to the franchisee. This is an important protection for the franchisee, ensuring that they can rely on the information provided in the FDD when making their investment decision. Prospective franchisees should carefully review all components of the agreement and the FDD to fully understand their rights and obligations.