What happens if any ownership interest of the Maker is transferred or conveyed for a Sonesta Simply Suites?
Sonesta_Simply_Suites Franchise · 2025 FDDAnswer from 2025 FDD Document
This Note shall be accelerated on the occurrence of any of the following events (each, an "Acceleration Event"): (i) any representation or warranty made in connection with this Note, your application, the Agreement, or in any report or other information later submitted to the Holder that is, in the Holder's opinion, false, misleading or incorrect in any material respect; (ii) termination of the Agreement for any reason; (iii) any breach of the Agreement or this Note, whether Maker is notified of or cures such breach; (iv) transfer of any interest in the Agreement whereby the transferee does not assume Maker's obligation under this Note in a form acceptable to Holder upon transfer; (v) Maker loses ownership or possession of the Premises, or otherwise loses the right to conduct the franchised business at the Hotel; (vi) any ownership interest of the Maker is transferred or conveyed, whether directly or indirectly, or an owner of the Maker enters into an agreement or understanding for such a transfer or conveyance; (vii) if any proceedings for the appointment of a receiver or other custodian or seeking marshaling or composition of or for Maker's business or assets is filed in any court, or otherwise commenced in accordance with applicable law, and is not dismissed within forty-five (45) days; or (viii) any of the events described in this Section 3 occur with respect to any affiliate of the Maker that is a party to an agreement with the Holder.
Should an Acceleration Event occur, the unamortized Principal shall become immediately due and payable without further notice and, if applicable, Maker will have no obligation to make any additional Disbursement.
Source: Item 23 — RECEIPTS (FDD pages 80–246)
What This Means (2025 FDD)
According to the 2025 FDD, regarding a Sonesta Simply Suites franchise, if any ownership interest of the Maker is transferred or conveyed, whether directly or indirectly, or if an owner of the Maker enters into an agreement or understanding for such a transfer or conveyance, it constitutes an Acceleration Event.
Upon the occurrence of such an Acceleration Event, the unamortized principal of the note becomes immediately due and payable without further notice. Additionally, the Maker will have no obligation to make any additional disbursement.
This means that any transfer of ownership interest, even an agreement to transfer, can trigger the immediate repayment of any outstanding debt. This could have significant financial implications for a franchisee, potentially requiring them to find immediate funding to cover the unamortized principal.