What is the role of the franchisee entity in the eforea Spa Amendment for an Embassy Suites?
Embassy_Suites Franchise · 2025 FDDAnswer from 2025 FDD Document
THIS EFOREA SPA AMENDMENT TO FRANCHISE AGREEMENT ("Amendment") is made and entered into by and between HILTON FRANCHISE HOLDING LLC, a Delaware limited liability company ("we," "us," or "our") and the franchisee entity ("you," or "your") set forth in the Addendum attached to the franchise agreement dated [INSERT DATE] ("Franchise Agreement") as of [INSERT DATE] ("Effective Date").
WHEREAS, the Franchise Agreement permits you to operate the Hotel as a [INSERT] Brand hotel ("Hotel"); you have applied to operate an eforea spa ("eforea spa") in connection with the operation of the Hotel; we are willing to accept such application and grant a license to you to use the Brand in the operation of an eforea spa at the Hotel Site pursuant to the Franchise Agreement as amended by this Amendment.
NOW, THEREFORE, for good and valuable consideration, the receipt and adequacy of which are acknowledged, we and you agree as follows:
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- Terms. Capitalized terms in this Amendment have the meaning set forth in the Franchise Agreement, unless amended pursuant to Section 2 below.
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- Changes to Certain Defined Terms. Section 1 of the Franchise Agreement is amended as follows:
- (a) The following defined terms in Section 1 of the Franchise Agreement are deleted and replaced with the following:
"Hotel" means the property you will operate under this Agreement and includes all structures, facilities, appurtenances, furniture, fixtures, equipment, and entry, exit, parking and other areas located on the Hotel Site we have approved for your business, including an eforea spa, located on any land we approve in the future for additions, signs, parking or other facilities.
Source: Item 22 — CONTRACTS (FDD page 97)
What This Means (2025 FDD)
According to Embassy Suites's 2025 Franchise Disclosure Document, the franchisee entity, referred to as "you" or "your" in the eforea Spa Amendment, is the party that has applied to operate an eforea spa in connection with their Embassy Suites Hotel. The amendment outlines the terms and conditions under which the franchisee is granted a limited, non-exclusive license to operate the spa using the "eforea" name and associated branding. This includes adhering to standards developed by Embassy Suites for the spa's design, construction, operation, and service quality. The franchisee is responsible for operating the eforea spa according to the established days and hours and must display provided promotional materials, unless directed otherwise by Embassy Suites. The franchisee must also ensure that all spa staff complete the required training programs.
As part of the agreement, the franchisee is obligated to pay an initial fee of $25,000 upon execution of the amendment, which is non-refundable. Additionally, they must pay a spa royalty fee equal to 2% of their Gross Spa Revenue, which is added to the Monthly Royalty Fee. The franchisee is restricted from leasing or subleasing commercial space within the eforea spa or entering into concession arrangements. They also cannot operate another spa in proximity to the Embassy Suites Hotel. Furthermore, any transfer of ownership of the hotel must also include the transfer of the eforea spa, and vice versa, with the same entity acquiring both.
Upon termination or expiration of the franchisee's right to operate the spa, they must cease using the "eforea" name and related branding. They are also required to deliver all goods and materials containing the eforea Marks to Embassy Suites. The franchisee must make necessary changes to de-identify the spa, including removing signs and promotional materials. They must also cancel any registrations related to the use of the eforea name and transfer any relevant domain names to Embassy Suites. The franchisee also confirms they have independently investigated the risks of operating the Hotel and spa under the Brand.
The franchisee represents and warrants that the individual signing the Amendment on its behalf has the necessary authority and legal capacity to execute this instrument and represent Franchisee. The terms of the Amendment are expressly made subject to and are governed by the Franchise Agreement. Except as specifically amended by this Amendment, the Franchise Agreement shall continue in full force and effect. In the event of a conflict between the terms of the Franchise Agreement and this Amendment, this Amendment shall control.