table_specific

Under the Embassy Suites franchise agreement, where can I find the definition of terms used in the agreement?

Embassy_Suites Franchise · 2025 FDD

Answer from 2025 FDD Document

1.0 DEFINITIONS

The following capitalized terms will have the meanings set forth after each term:

  • "Affiliate" means any natural person or firm, corporation, partnership, limited liability company, association, trust or other entity which, directly or indirectly, Controls, is Controlled by, or is under common Control with, the subject entity.
  • "Agreement" means this Franchise Agreement, including any exhibits, attachments and addenda.
  • "Anti-Corruption Laws" means all applicable anti-corruption, anti-bribery, anti-money laundering, books and records, and internal controls laws.
  • "Brand" means the brand name set forth in the Addendum.
  • "Chain Code" means the code that we use to identify the Brand within our Reservation Service. We may modify, remove, or replace the Chain Code for the Brand at any time in our discretion.
  • "Change of Ownership Application" means the application that is submitted to us by you or the Transferee for a new franchise agreement in connection with a Change of Ownership Transfer.
  • "Change of Ownership Transfer" means any proposed Transfer that results in a change of Control of Franchisee, the Hotel, or the Hotel Site and is not otherwise permitted by this Agreement, all as set out in Subsection 12.2.2.
  • "Competing Brand" means a hotel brand or trade name that, in our sole business judgment, competes with the System, or any System Hotel or Network Hotel.
  • "Competitor" means any individual or entity that, at any time during the Term, whether directly or through an Affiliate, owns in whole or in part, or is the licensor or franchisor of a Competing Brand, irrespective of the number of hotels owned, licensed or franchised under such Competing Brand name. A Competitor does not include an individual or entity that: (i) is a franchisee of a Competing Brand; (ii) manages a Competing Brand hotel, so long as the individual or entity is not the exclusive manager of the Competing Brand; or (iii) owns a minority interest in a Competing Brand, so long as neither that individual or entity nor any of its Affiliates is an officer, director, or employee of the Competing Brand, provides services (including as a consultant) to the Competing Brand, or exercises, or has the right to exercise, Control over the business decisions of the Competing Brand.

Source: Item 22 — CONTRACTS (FDD page 97)

What This Means (2025 FDD)

According to the 2025 Embassy Suites Franchise Disclosure Document, the definitions of capitalized terms used in the franchise agreement are found in Section 1.0 of the agreement. These definitions clarify the specific meaning of terms used throughout the document to ensure both Embassy Suites and the franchisee have a shared understanding of their contractual obligations.

For example, the term "Affiliate" is defined as any entity that directly or indirectly controls, is controlled by, or is under common control with the subject entity. The term "Agreement" refers specifically to the Franchise Agreement, including all exhibits, attachments, and addenda. Other defined terms include "Anti-Corruption Laws," "Brand," "Chain Code," "Change of Ownership Application," "Change of Ownership Transfer," "Competing Brand," and "Competitor."

It is important for prospective Embassy Suites franchisees to carefully review these definitions, as they establish the precise legal meaning of key concepts within the franchise agreement. Understanding these terms is essential for interpreting the rights and responsibilities outlined in the agreement and for making informed business decisions as an Embassy Suites franchisee.

Disclaimer: This information is extracted from the 2025 Franchise Disclosure Document and is provided for research purposes only. It does not constitute legal or financial advice. Consult with a franchise attorney before making any investment decisions.