When is a 'Change of Ownership Application' required for an Embassy Suites By Hilton franchise?
Embassy_Suites_By_Hilton Franchise · 2025 FDDAnswer from 2025 FDD Document
12.2.2 Change of Ownership Transfer. A Change of Ownership Transfer is any Transfer that will result in a change of Control of you, the Hotel or the Hotel Site, or is not otherwise described in Subsection 12.2.1. We will have sixty (60) days from our receipt of the completed and signed franchise application to consent or withhold our consent to any proposed Change of Ownership Transfer. Our consent will not be unreasonably withheld. You consent to our communication with any third party we deem necessary about the Hotel in order for us to evaluate the proposed Change of Ownership Transfer. Our consent to the Change of Ownership Transfer is subject to the following conditions, all of which must be satisfied at or before the date of closing the Change of Ownership Transfer ("Closing"):
12.2.2.1 Transferee submits a completed and signed Change of Ownership Application, pays our then-current franchise application fee, executes our then-current form of franchise agreement, and all required ancillary documents. If all conditions to our consent are fulfilled, the date of Closing will be the termination date of this Agreement, and the effective date of Transferee's franchise agreement;
12.2.2.2 you are not in default of this Agreement or any other agreements with
us or our Affiliates;
Source: Item 22 — CONTRACTS (FDD page 97)
What This Means (2025 FDD)
According to Embassy Suites By Hilton's 2025 Franchise Disclosure Document, a 'Change of Ownership Application' is required for any transfer that results in a change of control of the franchisee, the hotel, or the hotel site. This also applies to transfers not described in subsection 12.2.1, which covers transfers upon the death of the franchisee or an equity owner to immediate family members.
Embassy Suites By Hilton requires the submission of a completed and signed Change of Ownership Application from the prospective transferee. Additionally, the transferee must pay the then-current franchise application fee and execute the then-current form of the franchise agreement along with all required ancillary documents. The existing franchisee must not be in default of the franchise agreement or any other agreements with Embassy Suites By Hilton or its affiliates.
Embassy Suites By Hilton has 60 days from receiving the completed application to either consent to or deny the proposed change of ownership. The brand also states that consent will not be unreasonably withheld. The brand also retains the right to communicate with any third party it deems necessary to evaluate the proposed transfer. If all conditions are met, the closing date of the transfer will be the termination date of the existing franchise agreement and the effective date of the new franchisee's agreement.